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Terms of Service
Effective August 15th 2024
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective: August 15, 2024
Effective January 31st 2024 to August 15th 2024
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective: November 1, 2023
Effective November 8th 2023 to January 31st 2024
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective: November 1, 2023
Effective November 3rd 2023 to November 8th 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective: November 1, 2023
Effective November 1st 2023 to November 3rd 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective: November 1, 2023
Effective November 1st 2023 to November 1st 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective: November 1, 2023
Effective October 19th 2023 to November 1st 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective October 19, 2023
Effective August 8th 2023 to October 19th 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective August 4th 2023 to August 8th 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective June 21st 2023 to August 4th 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective May 31st 2023 to June 21st 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective May 23rd 2023 to May 31st 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective May 19th 2023 to May 23rd 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective May 13th 2023 to May 19th 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,” “us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as defined in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for Third-Party Providers and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services. Unless Podium expressly states otherwise in signed writing, Third-Party Providers are not “subcontractors'' under this Agreement, and Podium disclaims all responsibility and liability for the actions or omissions of any Third-Party Providers, including but not limited to Developers.
14.1. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 13, 2023
Effective February 1st 2023 to May 13th 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,”“us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions, including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Phones. If Client uses Podium Phones, Client agrees to be bound by the Podium Phones Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for these providers and items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective October 19th 2022 to February 1st 2023
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,”“us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions, including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Voice. If Client uses the Podium Voice, Client agrees to be bound by the Podium Voice Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for these providers and items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective August 16th 2022 to October 19th 2022
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,”“us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions, including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Voice. If Client uses the Podium Voice, Client agrees to be bound by the Podium Voice Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for these providers and items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective August 15th 2022 to August 16th 2022
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,”“us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions, including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Voice. If Client uses the Podium Voice, Client agrees to be bound by the Podium Voice Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for these providers and items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective August 15th 2022 to August 15th 2022
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium,” “we,”“us,” or “our”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions, including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.10 below.
Other terms are defined in other Sections of this Agreement.
2.4.2. Podium Voice. If Client uses the Podium Voice, Client agrees to be bound by the Podium Voice Service Terms.
2.4.3. Podium Marketplace. If Client uses the Podium Marketplace, Client agrees to be bound by the Podium Marketplace Terms of Use.
2.4.4. Podium API. If Client uses the Podium API, Client agrees to be bound by the applicable terms of the Podium API Terms of Use.
2.4.5. Podium Developer Platform. If Client uses the Podium Developer Platform, Client agrees to be bound by the Podium Developer Terms.
Podium may, from time to time, contract with a third party to facilitate certain features of the Services, including as described in Section 16.6 of this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement (“Third-Party Provider(s)”). If Client elects to use any Third-Party Provider(s) or any applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, such Third-Party Provider(s) or Third-Party Products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Provider(s) or Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Unless Podium expressly agrees otherwise in a signed writing, Podium (a) is not a party to any such terms; (b) will not be liable thereunder; (c) does not warrant or support Third-Party Providers, Third-Party Products; or Third-Party Content; and (d) disclaims all responsibility and liability for these providers and items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective May 17th 2022 to August 15th 2022
DownloadTable of Contents
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium”, “we” or “us”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.8 below.
Other terms are defined in other Sections of this Agreement.
Podium may, from time to time, contract with third-party service providers to facilitate certain features of the Services, as described in this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement. If Client elects to use applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, those products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Podium is not a party to any such terms and will not be liable thereunder. Podium does not warrant or support Third-Party Products or Third-Party Content and disclaims all responsibility and liability for these items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES PROVIDED WITHOUT CHARGE, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective April 14th 2022 to May 17th 2022
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Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium”, “we” or “us”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.8 below.
Other terms are defined in other Sections of this Agreement.
Podium may, from time to time, contract with third-party service providers to facilitate certain features of the Services, as described in this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement. If Client elects to use applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, those products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Podium is not a party to any such terms and will not be liable thereunder. Podium does not warrant or support Third-Party Products or Third-Party Content and disclaims all responsibility and liability for these items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES PROVIDED WITHOUT CHARGE, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective March 29th 2022 to April 14th 2022
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Last Updated: March 4, 2022
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium”, “we” or “us”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.8 below.
Other terms are defined in other Sections of this Agreement.
Podium may, from time to time, contract with third-party service providers to facilitate certain features of the Services, as described in this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement. If Client elects to use applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, those products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Podium is not a party to any such terms and will not be liable thereunder. Podium does not warrant or support Third-Party Products or Third-Party Content and disclaims all responsibility and liability for these items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES PROVIDED WITHOUT CHARGE, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Effective March 29th 2022 to March 29th 2022
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Last Updated: March 4, 2022
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium”, “we” or “us”). By using, installing, or accessing the Website or Services (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms and conditions including Podium’s Privacy Policy (together, these “Terms”, or this “Agreement”).
If you are using a Podium Service on behalf of a company or other entity, then “Client” or “you” means that entity, and you are binding that entity to this Agreement. You represent and warrant that you have the legal power and authority to enter into this Agreement and that, if the Client is an entity, this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
This Agreement includes and hereby incorporates by reference any Subscription Documentation executed between you and Podium, as well as any policies or exhibits linked to or referenced herein. If you have entered into a separate written agreement with Podium concerning specific Services, the terms of such agreement control if there is any conflict between the terms of such agreement and these Terms. Please note that we may modify this Agreement as described in Section 16.8 below.
Other terms are defined in other Sections of this Agreement.
Podium may, from time to time, contract with third-party service providers to facilitate certain features of the Services, as described in this Agreement. Podium may also allow or facilitate Client to make arrangements with other third-party providers that provide products or services in connection with, but which are not included in, the Services as described in this Agreement. If Client elects to use applications, integrations, add-ons, software, code, online services, systems, and other products that are not Podium Technology (“Third-Party Products”) in connection with the Services, those products may make Third-Party Content available to Client and may access Client’s instance of the Services, including Client Data. Client agrees and acknowledges that use of such Third-Party Products may require Client to enter into separate terms and conditions with such third-party. Podium is not a party to any such terms and will not be liable thereunder. Podium does not warrant or support Third-Party Products or Third-Party Content and disclaims all responsibility and liability for these items and their access to the Services, including their modification, deletion, disclosure, or collection of Client Data. Podium is not responsible in any way for Client Data once it is transmitted, copied, or removed from the Services.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL PODIUM OR ITS SUPPLIERS BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR ANY INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PODIUM’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID BY CLIENT TO PODIUM FOR THE APPLICABLE SERVICE(S) OR RELATED SERVICE(S) IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES PROVIDED WITHOUT CHARGE, PODIUM’S TOTAL LIABILITY WILL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50.00 US). NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PODIUM TECHNOLOGY, OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF ANY LIMITED REMEDY IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
If a dispute arises between the parties related to this Agreement or the Services provided therefrom, and the dispute cannot be settled through informal negotiations, the parties agree to resolve their dispute (referred to herein as “Claim(s)”) as follows:
Privacy Policy
Effective August 28th 2024
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Podium Privacy Policy
Effective: September 1, 2024
This Privacy Policy describes how Podium Corporation, Inc. and its subsidiaries and affiliates (collectively, “Podium”, “we”, “us” and/or “our”) collects and manages your personal information - meaning information that relates to an identified or identifiable individual - as part of providing any services and products developed or administered by us, including without limitation our reputation management tools, messaging and communication tools, payment processing and related services, application programming interfaces, web and mobile applications, and any other services Podium may offer (collectively, the “Services”). Any capitalized terms used but not otherwise defined in this Privacy Policy have the meanings provided in Podium’s Terms of Service.
To jump directly to a specific section of this Privacy Policy, click on the applicable link below:
Personal Information We Collect
How We Use Personal Information
Disclosure of Your Personal Information
Cookies and Similar Technologies
Client Practices and Links to Other Sites
1. Scope
This Privacy Policy primarily covers:
In addition to the above, this Privacy Policy applies to individuals who visit www.podium.com (“Website”), which is part of the Services. In this Privacy Policy, “you” and “your” refers to you the reader, and how we process your personal information will depend on whether you are a Client, Authorized User, Customer, or Website visitor.
By using the Services or otherwise providing us with personal information, you acknowledge that your personal information will be processed and used in the manner set out in this Privacy Policy. We may amend this Privacy Policy from time to time in line with the Changes to Our Privacy Policy section below.
2. Personal Information We Collect
What personal information we collect depends on the nature of your interaction with the Services. While some personal information is collected automatically or through sources outside of Podium, most is collected when you use our Services. A breakdown of our collection practices is below. In all cases, the actual personal information we collect will vary depending on the Services used and your relationship with Podium.
2.1 Personal Information Collected Through the Services
A. Information Provided by Clients and Authorized Users
If you are a Client or an Authorized User, we collect personal information from you in connection with your Subscription Documentation and use (or prospective use) of the Services, such as:
As part of our registration process and agreement to provide the Services, we may also collect additional information, such as your employer identification number, federal tax identification number, and other business-related information. When you add payment information to your account, we use a third-party service provider to collect and store your payment information.
For Clients using Podium’s Payments Service, in addition to the information listed above, Podium may also collect or receive a copy of your driver’s license or other identification documentation, a self-selected photograph of you, information about your financial account and transaction history (such as a voided check or bank statement), Social Security number of other national identification number, and business and individual public records such as liens, judgments, and lawsuits. For more information, please see the Podium Payments Service Terms.
B. Information Provided by Customers
If you are a Customer, we collect information from you through your use of the Services, which may include your use of our Webchat widget, contact forms, review invitations, Payments Service, and other related products. We also collect your personal information when you communicate with a Client via text message, phone, email, social media, or otherwise, or make a purchase from or otherwise complete a transaction with a Client.
Depending on the Services you use, we may collect personal information such as your:
C. Website Visitors
We may also collect personal information when you visit our Website to browse, request information about our Services, download a white paper, schedule a product demo, or you subscribe to our media channels (e.g., blogs, YouTube, etc.). This personal information may include your:
Certain information may also be collected automatically when you visit our Website. For more information, see the Information Collected Automatically subsection below.
D. Business Partners
If you are a business partner integrated with Podium or looking to do so, we collect information such as your name and contact details as part of your application to integrate with our Services.
2.2 Information Collected Automatically
We collect certain information automatically whenever anyone uses our Services - whether you are a Client, Authorized User, Customer, or Website visitor.
A. Usage Information
We automatically collect details of your use of our Services, including traffic data, location data, logs, communication records (such as time of call or text message, call duration, call completion status, source number, and destination number) and other communication-related data, and the resources you access and use through the Services. We may also create inferred or derived data, such as a summary of information included in content processed by our artificial intelligence features.
B. Widget Information
Other websites, such as our Clients’ websites, may integrate Podium’s widgets (such as Podium Webchat). When you visit a site with an embedded Podium widget, we receive certain information about you, including information about the web page you visited and other information about your device.
C. Device Information
We receive information about the device and software you use to access our Services, such as your internet protocol (IP) address, web browser type, operating system version, phone carrier and manufacturer, application installations, device identifiers, mobile advertising identifiers, and push notification tokens.
D. Information from Linked Accounts
If you choose to link our Services to a third-party account, we may receive information about you from that third party, including your profile information, photo, and use of that account. If you choose to link a Google account to our Services, Podium’s use and transfer of information received from Google APIs to any other app will adhere to the Google API Services User Data Policy. If you choose to link your Google email account to our Services, Podium may use information from the emails in your linked account to develop, train, and improve artificial intelligence and/or machine learning models personalized for you, and in doing so may transfer such information to third-party artificial intelligence tools. Please note that Podium does not use Google Workspace APIs to develop, improve, or train generalized/non-personalized artificial intelligence and/or machine learning models.
E. Information from Cookies and Similar Technologies
The information we collect automatically by cookies, web beacons, and similar technologies may include:
See the Cookies and Similar Technologies section of this Privacy Policy for more information.
F. Customer Proprietary Network Information (U.S.)
Customer proprietary network information (“CPNI”) is certain information that relates to a U.S. Client/Authorized User or Customer that Podium collects in the course of providing the Podium Phones Service, and includes information such as: phone numbers dialed and received by Clients; number of phone numbers assigned to an account; average length of calls; and call detail records and usage data. CPNI does not include basic contact information (such as name, phone number, and address).
Podium uses CPNI for the purposes described in this Privacy Policy other than for marketing purposes, and protects the confidentiality of CPNI as required by law. Podium personnel are not permitted to access, use, or share any CPNI unless they are authorized and have a legitimate business need to do so.
2.3 Personal Information Collected from Other Sources
Depending on whether you are a Client, Authorized User, Customer, or a Website visitor, we may also collect personal information about you from third parties including our marketing and service partners, identity verification and public record investigation services, and banks and other financial institutions. We may also collect information from you that is publicly available. For example, we may source information about a business from public search pages, or receive information about you if you interact with us or share your information through various social media channels.
2.4 Deidentified Information
We may at times receive or create de-identified information that can no longer reasonably be used to infer information about, or otherwise be linked to, a particular individual. We maintain and use such information in de-identified form and do not attempt to re-identify the information except as required or permitted by law.
3. How We Use Personal Information
We use your personal information to provide you and our Clients with our Services and to manage our business operations. This includes communicating with you as part of our Services, as well as use for advertising and marketing purposes and as otherwise permitted by law. The nature of how we use personal information will depend on the specific Services you use, and may vary depending on whether you are a Client, Authorized User, Customer, or Website visitor. A more detailed breakdown of how we use personal information is below.
3.1 Providing Our Services
We may use your personal information to:
3.2 Advertising and Marketing
We may use your personal information to:
Please see the Your Rights and Choices section of this Privacy Policy for details regarding your choices you have regarding marketing communications and targeted advertisements from us.
3.3 Communicating With You
We may use your personal information to communicate with you or provide information you have requested, such as:
3.4 Legal, Compliance, and Security
We may use your personal information for legal, compliance, and security-related purposes, including to:
4. Disclosure of Your Personal Information
In certain instances, Podium may share the personal information it processes in order to provide our Services and for other purposes, as described in detail below.
4.1 Providing the Services
We may share personal information with our Clients and their Authorized Users to provide the Services, fulfill requests, and for other purposes as described in this Privacy Policy. If you are a Customer, as part of providing the Services (for example, when you use our Webchat widget on a Client website, complete a transaction through our Payments Service, or leave a review for a Client), Podium will share your personal information with the applicable Client, such as your contact information, transaction details, and review and communication content.
If a Client integrates Podium with other applications or platforms, we may share personal information with the third-party integration partners selected by the Client when Podium is instructed to share that information as part of the Services.
We may also share personal information with third parties to provide, maintain, and improve our Services, including service providers who may access information about you to perform services on our behalf or on behalf of our Clients, such as hosting and information technology services, payment processing services, identity verification and fraud prevention services, marketing and advertising services, data analytics and personalization services, and customer support services. The Podium Service Partner page contains a list of Podium’s main service providers who process personal information on Podium’s behalf, as may be updated from time to time.
Additionally, we may share personal information we receive with our subsidiaries and affiliates for any of the purposes described in this Privacy Policy.
4.2 Legal, Compliance, and Security
We may share personal information if we believe it is necessary:
4.3 Sale, Acquisition, Merger or Other Asset Transfers
We may share personal information with a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Podium's assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by Podium is among the assets transferred.
5. Cookies and Similar Technologies
Podium and third parties described below may use cookies, pixels, and other tracking technologies as part of providing the Services and for the purposes described in this Privacy Policy.
5.1 Tracking Technologies
A “cookie” is a small text file placed and saved in your browser when you access our Services and potentially the websites of our Clients, business partners, and other third parties. We use both session cookies (cookies that are stored only for a specific website visit) and persistent cookies (cookies that are stored beyond a specific website visit) to provide the Services and for the other purposes described in this Privacy Policy. These cookies may be set by us (first-party cookies) or by third parties that collect information on our behalf (third-party cookies), such as Google Analytics.
There are other tracking technologies, such as pixels, tags, and embedded scripts, that consist of small transparent image files or other web programming code that record how you interact with websites and mobile applications. They are often used in conjunction with cookies or other identifiers associated with your device.
5.2 How We Use These Technologies
Podium may use these technologies:
We use web analytics services such as Google Analytics to collect and process certain analytics data. We also use session replay services on our Services to understand and improve functionality and an individual’s experience using Services. Certain web analytics services may collect information about your use of the Website and other websites, apps, and online resources. You can learn about Google’s practices by going to https://www.google.com/policies/privacy/partners/ and opt out of them by downloading the Google Analytics opt-out browser add-on, available at: https://tools.google.com/dlpage/gaoptout.
5.3 Your Choices
A. Browser Settings
There are ways to control and/or reject the setting of cookies and similar technologies within your browser settings. As each browser is different, please consult the “help” menu within your browser. For additional information about cookies and how to control their use on various browsers and devices, you can visit http://www.allaboutcookies.org. Please be aware that depending on the Services being used, restricting cookies may prevent you from accessing and using all or part of the Services.
Do Not Track (“DNT”) is an optional browser setting that allows you to express your preferences regarding tracking across websites. Outside of the opt-out preference setting described below, we currently do not respond to DNT signals and we may continue to collect information in the manner described in this Privacy Policy from browsers that have enabled DNT or similar mechanisms.
B. Targeted Advertising Choices
Podium does not “sell” personal information in the traditional sense. We do, however, provide personal information collected on and activity from the marketing pages of our Website to third parties for the purpose of displaying advertisements for Podium to you on other platforms (otherwise known as “targeted advertising” or “cross-context behavioral advertising”). Similarly, we allow certain third-party advertising partners to use cookies and other tracking technologies on our Services to collect information about you and your online activities for interest-based advertising or other targeted content. The information they collect may be associated with your personal information or they may collect information about your online activities over time and across different websites and other online services. This information may be shared with ad networks and other content providers.
Depending on your location, you may be able to opt out of such “sales” and “sharing” through our cookie management tool that can be accessed by clicking on the “Manage Preferences” or “Do Not Sell or Share My Personal Information” links at the bottom of our Website. Please note that your opt out will be specific to the device and browser you use when you opt out, and our Website will recognize opt-out preference settings only on domains of our Website where any “selling” or “sharing” occurs.
6. Retention
We retain personal information as long as reasonably necessary to provide the Services and for the other purposes set forth in this Privacy Policy. For example, we may retain information about users of our Services in order to comply with our legal and regulatory obligations or to protect our interests as part of providing the Services.
To determine the appropriate duration of the retention of personal information, we consider the amount, nature, and sensitivity of the personal information, and if we can attain our objectives by other means, as well as our legal, regulatory, tax, accounting, and other obligations. As to each type of personal information Podium collects, the retention period will vary depending on our relationship with the applicable individual. Generally, we retain a Client’s personal information - including personal information of their Authorized Users and Customers - for the duration of our agreement with the Client plus a reasonable period following termination.
7. Your Rights and Choices
We strive to provide you with choices regarding the personal information we process about you. Depending on the nature of your relationship with Podium, you may be able to manage your personal information and preferences directly as part of the Services or by contacting Podium, as described below.
7.1 Managing Information
Your ability to update and manage the personal information we process will differ depending on your relationship with Podium and what Services you use.
A. Clients and Authorized Users
We rely on you to ensure that the information in your account is accurate, complete, and up to date and ask that you notify us of any changes to your personal information. If you are a Client or Authorized User, you may access, change, or correct certain Podium account information at any time by logging into your account. You may also submit a request here or send us an email at privacy@podium.com to request access to, correct, or delete any personal information that you have provided to us or we have collected in a data controller capacity. We may need to verify your identity before processing your request. In certain instances, we may not be able to accommodate your request due to legal, contractual, or technical restrictions. Please note that as we cannot delete all of your personal information except by also deleting your Podium account.
Clients wishing to delete or exercise other choices about the Customer data Podium processes on their behalf in a service provider/processor capacity may do so by submitting a request here or sending us an email at privacy@podium.com. In some cases, we may retain a copy of your usage records, including the personal information contained in them, to carry out necessary functions like billing, troubleshooting, and detecting, preventing, and investigating spam, fraudulent activity, and network exploits and abuse. We may also be required to preserve Client records, including those containing personal information, due to litigation, law enforcement requests, or government investigations. If we have to do this, we will delete the impacted records when we are no longer legally obligated to retain them. We may, however, retain or use records after they have been de-identified, if permitted by law.
B. Customers
When we provide our Services to our Clients and their Authorized Users, we generally act as data processor or service provider on their behalf. This means that when we receive and otherwise process information pertaining to Customers as part of providing the Services, such as Customer names, contact information, text messages, call records, etc., we do so on behalf of our Clients and in accordance with their instructions. As such, if you wish to access, modify, or delete any personal information or the content of communications Podium processes as a service provider or data processor on behalf of a Client, you should direct your request to that Client rather than to Podium.
In other instances, if applicable, contact us as described in the Contact Us section of this Privacy Policy.
If you submit a request to update, delete, or otherwise manage your personal information, we will try to help you with your request free of charge. However, we may request that you pay a reasonable fee, such as if you request a transcript or a reproduction by mail. We will only do so if we are authorized by law, and if we notified you before and you’ve accepted the fees. To avoid any fraudulent request and protect your personal information, we may ask that you provide a proof of identity with your request. We will not use such personal information for any other purposes.
We will respond to your request as soon as reasonably practicable, and within the time period required by law. Please note that in certain circumstances, we may refuse to act or impose limitations on your rights, as permitted by the applicable law. If we cannot process your request, we may inform you of the reasons why, subject to any legal or regulatory restrictions, and outline further steps available to you.
In certain cases, depending on the nature of your request, there may also be residual information that will remain within our databases and other records, which, due to applicable law or as part of Services that are in the process of being carried out, will not be removed or changed. We will also retain information relating to your request for recordkeeping and compliance purposes.
7.2 Podium Communications
As part of providing the Services, Podium (whether directly or through a third party) may send you different types of communications.
A. Marketing Communications
Podium may send you marketing and other promotional communications for new or existing Services that we think you might be interested in. These communications may include promotional emails, and marketing text messages if you have opted in to receive them. You may unsubscribe from Podium’s promotional emails via the unsubscribe link provided in such emails. To stop receiving marketing text messages from Podium, text “REMOVE” in response to any Podium marketing text message you receive. If you unsubscribe from Podium marketing text messages and wish to resubscribe, reply “JOIN.” For more information about text messages Podium sends on its own behalf, see our SMS Terms and Conditions.
Please note that you may still receive certain non-marketing communications from Podium after opting out as set forth above. These messages may include transaction-specific or account-specific communications.
If you are a Customer, our Clients may also send you marketing and promotional communications as part of their use of the Services. In these instances, please follow the instructions within those messages to opt out or reach out to the Client directly.
B. Other Communications
As part of your interaction with our Services, you may receive various non-marketing communications from Podium via email, text message, or telephone. These include, but are not limited to:
For Clients and Authorized Users:
For Customers:
7.3 Cookies and Similar Technologies
For information about your choices regarding Podium’s use of cookies and other similar technologies, see the Cookies and Similar Technologies section of this Privacy Policy.
8. Security
We have implemented reasonable security measures that are designed to protect the information we maintain. These measures vary based on the sensitivity of the information we collect and process. However, we cannot guarantee that the collection, transmission, and storage of personal information will always be completely secure.
Where we have given you (or you have chosen) a password for access to certain features of our Services, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. Podium strongly recommends Clients enable multi-factor authentication.
9. Client Practices and Links to Other Sites
This Privacy Policy only applies to information Podium processes when you visit our Website or otherwise use our Services. Podium’s Clients are independent third parties that maintain their own business practices and policies outside of their relationship with Podium and their use of the Services. As a result, we are not responsible for the privacy policies or data practices of our Clients.
Moreover, while visiting our Website or using the Services, you may be directed through links to third-party websites or services that are not operated or controlled by Podium. We are not responsible for the privacy practices and policies of these third parties, and we encourage you to review the privacy policies of these third parties, as their practices may differ from ours.
10. Children
Our Services are not targeted to or directed at children under the age of 13, and we do not intend to, or knowingly, collect or solicit personal information from children under the age of 13. If you have reason to believe a child under the age of 13 has provided personal information to us, we encourage the child’s parent or guardian to contact us as described in the Contact Us section of this Privacy Policy to request that we remove the information from our systems.
11. Data Transfers
Our Services are primarily hosted in the United States. If you choose to use the Services from other regions of the world with laws governing data processing that differ from those in the United States, please note that you are transferring your personal information outside of those regions to the United States for processing. Additionally, Podium (or our service providers on our behalf) may transfer your data from the United States to other regions in connection with our processing of data. We utilize appropriate safeguards for the transfer of personal information in various jurisdictions, and have implemented contractual arrangements or other measures for such purposes.
Your provision of personal information to us via the Services constitutes your consent to the transfer and processing of your personal information as described in this Privacy Policy.
12. Location-Specific Disclosures
12.1 Australia
If you are an Australian user accessing or using the Services from Australia, the Privacy Act 1988 (Cth) and the Australian Privacy Principles contained therein apply to personal information collected or held by Podium entities with an “Australian link” (within the meaning of the Privacy Act). In addition, Podium is committed to complying with other applicable commonwealth, state, or territory privacy and data protection laws and regulations.
12.2 California
The table below provides a summary of certain categories of personal information Podium collects, the sources of that personal information, and how we use and disclose that personal information, as required by the California Consumer Privacy Act of 2018, as amended (“CCPA”). For more information, please see the generally applicable sections of our Privacy Policy above.
| Category of Personal Information | Examples* | Categories of Sources For additional details regarding how we may obtain personal information, see the Personal Information We Collect section of this Privacy Policy. | Commercial/Business Purposes For additional details regarding how we may use personal information we collect, see the How We Use Personal Information section of this Privacy Policy. | With Whom it is Shared For additional details regarding how we may share personal information, see the Disclosure of Your Personal Information section of this Privacy Policy. |
| Identifiers | Name, address, IP address, email address | • You or your devices, for example, through your use of our Services • Business partners • Service providers • Clients and Authorized Users | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Communicate with you • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Business partners, including advertising partners and ad networks • Service providers • Legal and other regulatory authorities |
| California Customer Records (Cal. Civ. Code § 1798.80(e)) | Name, telephone number | • You or your devices, for example, through your use of our Services • Business partners • Service providers • Clients and Authorized Users | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Communicate with you • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Business partners, including advertising partners and ad networks • Service providers • Legal and other regulatory authorities |
| Internet/Network Information | Website browsing activity and interactions, advertisement interactions | • You or your devices, for example, through your use of our Services • Service providers | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Communicate with you • Legal, compliance, and security-related purposes | • Service providers • Business partners, including advertising partners and ad networks • Legal and other regulatory authorities |
| Geolocation Data | Course location information based on your device activity | • You or your devices, for example, through your use of our Services • Service providers | • Provide, maintain, and support our Services • Advertise and market to you • Legal, compliance, and security-related purposes | • Service providers • Business partners, including advertising partners and ad networks • Legal and other regulatory authorities |
| Sensory Information | Call recordings, transcripts, and other audio, electronic, and similar information | • You or your devices, for example, through your use of our Services • Service providers | • Provide, maintain, and support our Services • Manage our business and for internal operations • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Service Providers • Legal and other regulatory authorities |
Professional or Employment Information | Job title, professional website, job application information | You, for example, if you fill out a form on our Website, create a Podium account, or apply for a role at Podium | • Provide, maintain, and support our Services • Manage our business and for internal operations • Legal, compliance, and security-related purposes | • Service providers • Business partners • Legal and other regulatory authorities |
| Inferences | Inferences drawn from any of the above categories of personal information (e.g., preferences or characteristics) | • You or your devices, for example, through your use of our Services • Clients and Authorized Users | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Business partners • Service providers • Legal and other regulatory authorities |
Sensitive Information Podium does not “sell” or “share” sensitive personal information, or otherwise use or disclose sensitive personal information for purposes other than those specified in § 1798.121(a) of the CCPA. | Social Security Number | You, for example, if you sign up for the Podium Payments Service | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities |
| Driver’s License or State ID Number | You, for example, if you sign up for the Podium Payments Service | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities | |
| Account Login and Password | You, if you create a Podium account | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities | |
| Health Data | You, if you provide such information to a Client via the Services | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities |
*Note that the actual personal information collected will depend on the nature of an individual’s relationship with Podium and the specific Services provided.
If you are a California resident, you may exercise your rights under the CCPA to have personal information Podium collects about you in a data controller/business capacity by following the instructions in the Your Rights and Choices section of this Privacy Policy.
12.3 Canada
If you are located in Canada, subject to applicable law and the nature of your relationship with Podium, you may have the right to review, correct, delete, or otherwise limit our use of your personal information that has been previously provided to us. You may also have the right to access information about the ways in which your personal information is or has been used and the names of individuals and/or organizations to which your information has been disclosed. You may exercise such rights by following the instructions in the Your Rights and Choices section of this Privacy Policy.
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre at 1-800-282-1376 or by mail at: Office of the Privacy Commissioner, 30 Victoria Street, Gatineau, Québec K1A 1H3.
If you have any issue with how we process your personal information, or how we responded to your request, please let us know. We will try to improve our processes and provide you with additional information about our practices if you would like us to do so. If you are still not satisfied, you can lodge a complaint to the Office of the Privacy Commissioner of Canada using this online form, or to your local privacy regulators.
13. Changes to Our Privacy Policy
Podium will post any changes we make to our Privacy Policy on this page. The date the Privacy Policy was last revised is identified at the top of this page. If we make material changes to how we process personal information, we will notify Clients and Authorized Users by email to the primary email addresses specified in their accounts. If you are a Client or Authorized User, you are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically visiting our Services and this Privacy Policy to check for any changes.
14. Contact Us
If you have questions about our Privacy Policy, our data processing practices, or our compliance with applicable privacy laws, please email us at privacy@podium.com, write to us at: Podium Corporation, Inc., Attn: Legal Department, 1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number 1-833-276-3486.
In the event you are a user with a disability, or are supporting an individual with a disability, and are having difficulty navigating this Privacy Policy or the information linked within this Privacy Policy, please contact us at privacy@podium.com.
Effective August 15th 2024 to August 28th 2024
DownloadTable of Contents
Podium Privacy Policy
Effective: September 1, 2024
This Privacy Policy describes how Podium Corporation, Inc. and its subsidiaries and affiliates (collectively, “Podium”, “we”, “us” and/or “our”) collects and manages your personal information - meaning information that relates to an identified or identifiable individual - as part of providing any services and products developed or administered by us, including without limitation our reputation management tools, messaging and communication tools, payment processing and related services, application programming interfaces, web and mobile applications, and any other services Podium may offer (collectively, the “Services”). Any capitalized terms used but not otherwise defined in this Privacy Policy have the meanings provided in Podium’s Terms of Service.
To jump directly to a specific section of this Privacy Policy, click on the applicable link below:
Personal Information We Collect
How We Use Personal Information
Disclosure of Your Personal Information
Cookies and Similar Technologies
Client Practices and Links to Other Sites
1. Scope
This Privacy Policy primarily covers:
In addition to the above, this Privacy Policy applies to individuals who visit www.podium.com (“Website”), which is part of the Services. In this Privacy Policy, “you” and “your” refers to you the reader, and how we process your personal information will depend on whether you are a Client, Authorized User, Customer, or Website visitor.
By using the Services or otherwise providing us with personal information, you acknowledge that your personal information will be processed and used in the manner set out in this Privacy Policy. We may amend this Privacy Policy from time to time in line with the Changes to Our Privacy Policy section below.
2. Personal Information We Collect
What personal information we collect depends on the nature of your interaction with the Services. While some personal information is collected automatically or through sources outside of Podium, most is collected when you use our Services. A breakdown of our collection practices is below. In all cases, the actual personal information we collect will vary depending on the Services used and your relationship with Podium.
2.1 Personal Information Collected Through the Services
A. Information Provided by Clients and Authorized Users
If you are a Client or an Authorized User, we collect personal information from you in connection with your Subscription Documentation and use (or prospective use) of the Services, such as:
As part of our registration process and agreement to provide the Services, we may also collect additional information, such as your employer identification number, federal tax identification number, and other business-related information. When you add payment information to your account, we use a third-party service provider to collect and store your payment information.
For Clients using Podium’s Payments Service, in addition to the information listed above, Podium may also collect or receive a copy of your driver’s license or other identification documentation, a self-selected photograph of you, information about your financial account and transaction history (such as a voided check or bank statement), Social Security number of other national identification number, and business and individual public records such as liens, judgments, and lawsuits. For more information, please see the Podium Payments Service Terms.
B. Information Provided by Customers
If you are a Customer, we collect information from you through your use of the Services, which may include your use of our Webchat widget, contact forms, review invitations, Payments Service, and other related products. We also collect your personal information when you communicate with a Client via text message, phone, email, social media, or otherwise, or make a purchase from or otherwise complete a transaction with a Client.
Depending on the Services you use, we may collect personal information such as your:
C. Website Visitors
We may also collect personal information when you visit our Website to browse, request information about our Services, download a white paper, schedule a product demo, or you subscribe to our media channels (e.g., blogs, YouTube, etc.). This personal information may include your:
Certain information may also be collected automatically when you visit our Website. For more information, see the Information Collected Automatically subsection below.
D. Business Partners
If you are a business partner integrated with Podium or looking to do so, we collect information such as your name and contact details as part of your application to integrate with our Services.
2.2 Information Collected Automatically
We collect certain information automatically whenever anyone uses our Services - whether you are a Client, Authorized User, Customer, or Website visitor.
A. Usage Information
We automatically collect details of your use of our Services, including traffic data, location data, logs, communication records (such as time of call or text message, call duration, call completion status, source number, and destination number) and other communication-related data, and the resources you access and use through the Services. We may also create inferred or derived data, such as a summary of information included in content processed by our artificial intelligence features.
B. Widget Information
Other websites, such as our Clients’ websites, may integrate Podium’s widgets (such as Podium Webchat). When you visit a site with an embedded Podium widget, we receive certain information about you, including information about the web page you visited and other information about your device.
C. Device Information
We receive information about the device and software you use to access our Services, such as your internet protocol (IP) address, web browser type, operating system version, phone carrier and manufacturer, application installations, device identifiers, mobile advertising identifiers, and push notification tokens.
D. Information from Linked Accounts
If you choose to link our Services to a third-party account, we may receive information about you from that third party, including your profile information, photo, and use of that account. If you choose to link a Google account to our Services, Podium’s use and transfer of information received from Google APIs to any other app will adhere to the Google API Services User Data Policy.
E. Information from Cookies and Similar Technologies
The information we collect automatically by cookies, web beacons, and similar technologies may include:
See the Cookies and Similar Technologies section of this Privacy Policy for more information.
F. Customer Proprietary Network Information (U.S.)
Customer proprietary network information (“CPNI”) is certain information that relates to a U.S. Client/Authorized User or Customer that Podium collects in the course of providing the Podium Phones Service, and includes information such as: phone numbers dialed and received by Clients; number of phone numbers assigned to an account; average length of calls; and call detail records and usage data. CPNI does not include basic contact information (such as name, phone number, and address).
Podium uses CPNI for the purposes described in this Privacy Policy other than for marketing purposes, and protects the confidentiality of CPNI as required by law. Podium personnel are not permitted to access, use, or share any CPNI unless they are authorized and have a legitimate business need to do so.
2.3 Personal Information Collected from Other Sources
Depending on whether you are a Client, Authorized User, Customer, or a Website visitor, we may also collect personal information about you from third parties including our marketing and service partners, identity verification and public record investigation services, and banks and other financial institutions. We may also collect information from you that is publicly available. For example, we may source information about a business from public search pages, or receive information about you if you interact with us or share your information through various social media channels.
2.4 Deidentified Information
We may at times receive or create de-identified information that can no longer reasonably be used to infer information about, or otherwise be linked to, a particular individual. We maintain and use such information in de-identified form and do not attempt to re-identify the information except as required or permitted by law.
3. How We Use Personal Information
We use your personal information to provide you and our Clients with our Services and to manage our business operations. This includes communicating with you as part of our Services, as well as use for advertising and marketing purposes and as otherwise permitted by law. The nature of how we use personal information will depend on the specific Services you use, and may vary depending on whether you are a Client, Authorized User, Customer, or Website visitor. A more detailed breakdown of how we use personal information is below.
3.1 Providing Our Services
We may use your personal information to:
3.2 Advertising and Marketing
We may use your personal information to:
Please see the Your Rights and Choices section of this Privacy Policy for details regarding your choices you have regarding marketing communications and targeted advertisements from us.
3.3 Communicating With You
We may use your personal information to communicate with you or provide information you have requested, such as:
3.4 Legal, Compliance, and Security
We may use your personal information for legal, compliance, and security-related purposes, including to:
4. Disclosure of Your Personal Information
In certain instances, Podium may share the personal information it processes in order to provide our Services and for other purposes, as described in detail below.
4.1 Providing the Services
We may share personal information with our Clients and their Authorized Users to provide the Services, fulfill requests, and for other purposes as described in this Privacy Policy. If you are a Customer, as part of providing the Services (for example, when you use our Webchat widget on a Client website, complete a transaction through our Payments Service, or leave a review for a Client), Podium will share your personal information with the applicable Client, such as your contact information, transaction details, and review and communication content.
If a Client integrates Podium with other applications or platforms, we may share personal information with the third-party integration partners selected by the Client when Podium is instructed to share that information as part of the Services.
We may also share personal information with third parties to provide, maintain, and improve our Services, including service providers who may access information about you to perform services on our behalf or on behalf of our Clients, such as hosting and information technology services, payment processing services, identity verification and fraud prevention services, marketing and advertising services, data analytics and personalization services, and customer support services. The Podium Service Partner page contains a list of Podium’s main service providers who process personal information on Podium’s behalf, as may be updated from time to time.
Additionally, we may share personal information we receive with our subsidiaries and affiliates for any of the purposes described in this Privacy Policy.
4.2 Legal, Compliance, and Security
We may share personal information if we believe it is necessary:
4.3 Sale, Acquisition, Merger or Other Asset Transfers
We may share personal information with a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Podium's assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by Podium is among the assets transferred.
5. Cookies and Similar Technologies
Podium and third parties described below may use cookies, pixels, and other tracking technologies as part of providing the Services and for the purposes described in this Privacy Policy.
5.1 Tracking Technologies
A “cookie” is a small text file placed and saved in your browser when you access our Services and potentially the websites of our Clients, business partners, and other third parties. We use both session cookies (cookies that are stored only for a specific website visit) and persistent cookies (cookies that are stored beyond a specific website visit) to provide the Services and for the other purposes described in this Privacy Policy. These cookies may be set by us (first-party cookies) or by third parties that collect information on our behalf (third-party cookies), such as Google Analytics.
There are other tracking technologies, such as pixels, tags, and embedded scripts, that consist of small transparent image files or other web programming code that record how you interact with websites and mobile applications. They are often used in conjunction with cookies or other identifiers associated with your device.
5.2 How We Use These Technologies
Podium may use these technologies:
We use web analytics services such as Google Analytics to collect and process certain analytics data. We also use session replay services on our Services to understand and improve functionality and an individual’s experience using Services. Certain web analytics services may collect information about your use of the Website and other websites, apps, and online resources. You can learn about Google’s practices by going to https://www.google.com/policies/privacy/partners/ and opt out of them by downloading the Google Analytics opt-out browser add-on, available at: https://tools.google.com/dlpage/gaoptout.
5.3 Your Choices
A. Browser Settings
There are ways to control and/or reject the setting of cookies and similar technologies within your browser settings. As each browser is different, please consult the “help” menu within your browser. For additional information about cookies and how to control their use on various browsers and devices, you can visit http://www.allaboutcookies.org. Please be aware that depending on the Services being used, restricting cookies may prevent you from accessing and using all or part of the Services.
Do Not Track (“DNT”) is an optional browser setting that allows you to express your preferences regarding tracking across websites. Outside of the opt-out preference setting described below, we currently do not respond to DNT signals and we may continue to collect information in the manner described in this Privacy Policy from browsers that have enabled DNT or similar mechanisms.
B. Targeted Advertising Choices
Podium does not “sell” personal information in the traditional sense. We do, however, provide personal information and activity on our Website to third parties for the purpose of displaying advertisements for Podium to you on other platforms (otherwise known as “targeted advertising” or “cross-context behavioral advertising”). Similarly, we allow certain third-party advertising partners to use cookies and other tracking technologies on our Services to collect information about you and your online activities for interest-based advertising or other targeted content. The information they collect may be associated with your personal information or they may collect information about your online activities over time and across different websites and other online services. This information may be shared with ad networks and other content providers.
Depending on your location, you may be able to opt out of such “sales” and “sharing” through our cookie management tool that can be accessed by clicking on the “Manage Preferences” or “Do Not Sell or Share My Personal Information” links at the bottom of our Website. Please note that your opt out will be specific to the device and browser you use when you opt out, and our Website will recognize opt-out preference settings only on domains of our Website where any “selling” or “sharing” occurs.
6. Retention
We retain personal information as long as reasonably necessary to provide the Services and for the other purposes set forth in this Privacy Policy. For example, we may retain information about users of our Services in order to comply with our legal and regulatory obligations or to protect our interests as part of providing the Services.
To determine the appropriate duration of the retention of personal information, we consider the amount, nature, and sensitivity of the personal information, and if we can attain our objectives by other means, as well as our legal, regulatory, tax, accounting, and other obligations. As to each type of personal information Podium collects, the retention period will vary depending on our relationship with the applicable individual. Generally, we retain a Client’s personal information - including personal information of their Authorized Users and Customers - for the duration of our agreement with the Client plus a reasonable period following termination.
7. Your Rights and Choices
We strive to provide you with choices regarding the personal information we process about you. Depending on the nature of your relationship with Podium, you may be able to manage your personal information and preferences directly as part of the Services or by contacting Podium, as described below.
7.1 Managing Information
Your ability to update and manage the personal information we process will differ depending on your relationship with Podium and what Services you use.
A. Clients and Authorized Users
We rely on you to ensure that the information in your account is accurate, complete, and up to date and ask that you notify us of any changes to your personal information. If you are a Client or Authorized User, you may access, change, or correct certain Podium account information at any time by logging into your account. You may also submit a request here or send us an email at privacy@podium.com to request access to, correct, or delete any personal information that you have provided to us or we have collected in a data controller capacity. We may need to verify your identity before processing your request. In certain instances, we may not be able to accommodate your request due to legal, contractual, or technical restrictions. Please note that as we cannot delete all of your personal information except by also deleting your Podium account.
Clients wishing to delete or exercise other choices about the Customer data Podium processes on their behalf in a service provider/processor capacity may do so by submitting a request here or sending us an email at privacy@podium.com. In some cases, we may retain a copy of your usage records, including the personal information contained in them, to carry out necessary functions like billing, troubleshooting, and detecting, preventing, and investigating spam, fraudulent activity, and network exploits and abuse. We may also be required to preserve Client records, including those containing personal information, due to litigation, law enforcement requests, or government investigations. If we have to do this, we will delete the impacted records when we are no longer legally obligated to retain them. We may, however, retain or use records after they have been de-identified, if permitted by law.
B. Customers
When we provide our Services to our Clients and their Authorized Users, we generally act as data processor or service provider on their behalf. This means that when we receive and otherwise process information pertaining to Customers as part of providing the Services, such as Customer names, contact information, text messages, call records, etc., we do so on behalf of our Clients and in accordance with their instructions. As such, if you wish to access, modify, or delete any personal information or the content of communications Podium processes as a service provider or data processor on behalf of a Client, you should direct your request to that Client rather than to Podium.
In other instances, if applicable, contact us as described in the Contact Us section of this Privacy Policy.
If you submit a request to update, delete, or otherwise manage your personal information, we will try to help you with your request free of charge. However, we may request that you pay a reasonable fee, such as if you request a transcript or a reproduction by mail. We will only do so if we are authorized by law, and if we notified you before and you’ve accepted the fees. To avoid any fraudulent request and protect your personal information, we may ask that you provide a proof of identity with your request. We will not use such personal information for any other purposes.
We will respond to your request as soon as reasonably practicable, and within the time period required by law. Please note that in certain circumstances, we may refuse to act or impose limitations on your rights, as permitted by the applicable law. If we cannot process your request, we may inform you of the reasons why, subject to any legal or regulatory restrictions, and outline further steps available to you.
In certain cases, depending on the nature of your request, there may also be residual information that will remain within our databases and other records, which, due to applicable law or as part of Services that are in the process of being carried out, will not be removed or changed. We will also retain information relating to your request for recordkeeping and compliance purposes.
7.2 Podium Communications
As part of providing the Services, Podium (whether directly or through a third party) may send you different types of communications.
A. Marketing Communications
Podium may send you marketing and other promotional communications for new or existing Services that we think you might be interested in. These communications may include promotional emails, and marketing text messages if you have opted in to receive them. You may unsubscribe from Podium’s promotional emails via the unsubscribe link provided in such emails. To stop receiving marketing text messages from Podium, text “REMOVE” in response to any Podium marketing text message you receive. If you unsubscribe from Podium marketing text messages and wish to resubscribe, reply “JOIN.” For more information about text messages Podium sends on its own behalf, see our SMS Terms and Conditions.
Please note that you may still receive certain non-marketing communications from Podium after opting out as set forth above. These messages may include transaction-specific or account-specific communications.
If you are a Customer, our Clients may also send you marketing and promotional communications as part of their use of the Services. In these instances, please follow the instructions within those messages to opt out or reach out to the Client directly.
B. Other Communications
As part of your interaction with our Services, you may receive various non-marketing communications from Podium via email, text message, or telephone. These include, but are not limited to:
For Clients and Authorized Users:
For Customers:
7.3 Cookies and Similar Technologies
For information about your choices regarding Podium’s use of cookies and other similar technologies, see the Cookies and Similar Technologies section of this Privacy Policy.
8. Security
We have implemented reasonable security measures that are designed to protect the information we maintain. These measures vary based on the sensitivity of the information we collect and process. However, we cannot guarantee that the collection, transmission, and storage of personal information will always be completely secure.
Where we have given you (or you have chosen) a password for access to certain features of our Services, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. Podium strongly recommends Clients enable two-factor authentication.
9. Client Practices and Links to Other Sites
This Privacy Policy only applies to information Podium processes when you visit our Website or otherwise use our Services. Podium’s Clients are independent third parties that maintain their own business practices and policies outside of their relationship with Podium and their use of the Services. As a result, we are not responsible for the privacy policies or data practices of our Clients.
Moreover, while visiting our Website or using the Services, you may be directed through links to third-party websites or services that are not operated or controlled by Podium. We are not responsible for the privacy practices and policies of these third parties, and we encourage you to review the privacy policies of these third parties, as their practices may differ from ours.
10. Children
Our Services are not targeted to or directed at children under the age of 13, and we do not intend to, or knowingly, collect or solicit personal information from children under the age of 13. If you have reason to believe a child under the age of 13 has provided personal information to us, we encourage the child’s parent or guardian to contact us as described in the Contact Us section of this Privacy Policy to request that we remove the information from our systems.
11. Data Transfers
Our Services are primarily hosted in the United States. If you choose to use the Services from other regions of the world with laws governing data processing that differ from those in the United States, please note that you are transferring your personal information outside of those regions to the United States for processing. Additionally, Podium (or our service providers on our behalf) may transfer your data from the United States to other regions in connection with our processing of data. We utilize appropriate safeguards for the transfer of personal information in various jurisdictions, and have implemented contractual arrangements or other measures for such purposes.
Your provision of personal information to us via the Services constitutes your consent to the transfer and processing of your personal information as described in this Privacy Policy.
12. Location-Specific Disclosures
12.1 Australia
If you are an Australian user accessing or using the Services from Australia, the Privacy Act 1988 (Cth) and the Australian Privacy Principles contained therein apply to personal information collected or held by Podium entities with an “Australian link” (within the meaning of the Privacy Act). In addition, Podium is committed to complying with other applicable commonwealth, state, or territory privacy and data protection laws and regulations.
12.2 California
The table below provides a summary of certain categories of personal information Podium collects, the sources of that personal information, and how we use and disclose that personal information, as required by the California Consumer Privacy Act of 2018, as amended (“CCPA”). For more information, please see the generally applicable sections of our Privacy Policy above.
| Category of Personal Information | Examples* | Categories of Sources For additional details regarding how we may obtain personal information, see the Personal Information We Collect section of this Privacy Policy. | Commercial/Business Purposes For additional details regarding how we may use personal information we collect, see the How We Use Personal Information section of this Privacy Policy. | With Whom it is Shared For additional details regarding how we may share personal information, see the Disclosure of Your Personal Information section of this Privacy Policy. |
| Identifiers | Name, address, IP address, email address | • You or your devices, for example, through your use of our Services • Business partners • Service providers • Clients and Authorized Users | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Communicate with you • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Business partners, including advertising partners and ad networks • Service providers • Legal and other regulatory authorities |
| California Customer Records (Cal. Civ. Code § 1798.80(e)) | Name, telephone number | • You or your devices, for example, through your use of our Services • Business partners • Service providers • Clients and Authorized Users | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Communicate with you • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Business partners, including advertising partners and ad networks • Service providers • Legal and other regulatory authorities |
| Internet/Network Information | Website browsing activity and interactions, advertisement interactions | • You or your devices, for example, through your use of our Services • Service providers | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Communicate with you • Legal, compliance, and security-related purposes | • Service providers • Business partners, including advertising partners and ad networks • Legal and other regulatory authorities |
| Geolocation Data | Course location information based on your device activity | • You or your devices, for example, through your use of our Services • Service providers | • Provide, maintain, and support our Services • Advertise and market to you • Legal, compliance, and security-related purposes | • Service providers • Business partners, including advertising partners and ad networks • Legal and other regulatory authorities |
| Sensory Information | Call recordings, transcripts, and other audio, electronic, and similar information | • You or your devices, for example, through your use of our Services • Service providers | • Provide, maintain, and support our Services • Manage our business and for internal operations • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Service Providers • Legal and other regulatory authorities |
Professional or Employment Information | Job title, professional website, job application information | You, for example, if you fill out a form on our Website, create a Podium account, or apply for a role at Podium | • Provide, maintain, and support our Services • Manage our business and for internal operations • Legal, compliance, and security-related purposes | • Service providers • Business partners • Legal and other regulatory authorities |
| Inferences | Inferences drawn from any of the above categories of personal information (e.g., preferences or characteristics) | • You or your devices, for example, through your use of our Services • Clients and Authorized Users | • Provide, maintain, and support our Services • Manage our business and for internal operations • Advertise and market to you • Legal, compliance, and security-related purposes | • Clients and Authorized Users • Business partners • Service providers • Legal and other regulatory authorities |
Sensitive Information Podium does not “sell” or “share” sensitive personal information, or otherwise use or disclose sensitive personal information for purposes other than those specified in § 1798.121(a) of the CCPA. | Social Security Number | You, for example, if you sign up for the Podium Payments Service | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities |
| Driver’s License or State ID Number | You, for example, if you sign up for the Podium Payments Service | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities | |
| Account Login and Password | You, if you create a Podium account | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities | |
| Health Data | You, if you provide such information to a Client via the Services | • Provide, maintain, and support our Services • Legal, compliance, and security-related purposes | • Service providers • Legal and other regulatory authorities |
*Note that the actual personal information collected will depend on the nature of an individual’s relationship with Podium and the specific Services provided.
If you are a California resident, you may exercise your rights under the CCPA to have personal information Podium collects about you in a data controller/business capacity by following the instructions in the Your Rights and Choices section of this Privacy Policy.
12.3 Canada
If you are located in Canada, subject to applicable law and the nature of your relationship with Podium, you may have the right to review, correct, delete, or otherwise limit our use of your personal information that has been previously provided to us. You may also have the right to access information about the ways in which your personal information is or has been used and the names of individuals and/or organizations to which your information has been disclosed. You may exercise such rights by following the instructions in the Your Rights and Choices section of this Privacy Policy.
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre at 1-800-282-1376 or by mail at: Office of the Privacy Commissioner, 30 Victoria Street, Gatineau, Québec K1A 1H3.
If you have any issue with how we process your personal information, or how we responded to your request, please let us know. We will try to improve our processes and provide you with additional information about our practices if you would like us to do so. If you are still not satisfied, you can lodge a complaint to the Office of the Privacy Commissioner of Canada using this online form, or to your local privacy regulators.
13. Changes to Our Privacy Policy
Podium will post any changes we make to our Privacy Policy on this page. The date the Privacy Policy was last revised is identified at the top of this page. If we make material changes to how we process personal information, we will notify Clients and Authorized Users by email to the primary email addresses specified in their accounts. If you are a Client or Authorized User, you are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically visiting our Services and this Privacy Policy to check for any changes.
14. Contact Us
If you have questions about our Privacy Policy, our data processing practices, or our compliance with applicable privacy laws, please email us at privacy@podium.com, write to us at: Podium Corporation, Inc., Attn: Legal Department, 1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number 1-833-276-3486.
In the event you are a user with a disability, or are supporting an individual with a disability, and are having difficulty navigating this Privacy Policy or the information linked within this Privacy Policy, please contact us at privacy@podium.com.
Effective March 15th 2024 to August 15th 2024
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms of Service (https://legal.podium.com/#termsofservice-us) and our Acceptable Use Policy (https://legal.podium.com/#aup-us). All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms of Service.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, email us at:
privacy@podium.com, write to us at
1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms of Service.
Effective November 8th 2023 to March 15th 2024
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms of Service (https://legal.podium.com/#termsofservice-us) and our Acceptable Use Policy (https://legal.podium.com/#aup-us). All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms of Service .
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, email us at:
privacy@podium.com, write to us at
1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms of Service.
Effective October 19th 2023 to November 8th 2023
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms of Service (https://legal.podium.com/#termsofservice-us) and our Acceptable Use Policy (https://legal.podium.com/#aup-us). All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms of Service .
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, email us at:
privacy@podium.com, write to us at
1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms of Service.
Effective May 16th 2023 to October 19th 2023
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms of Service (https://legal.podium.com/#termsofservice-us) and our Acceptable Use Policy (https://legal.podium.com/#aup-us). All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms of Service .
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, email us at:
privacy@podium.com, write to us at
1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms of Service.
Effective April 19th 2023 to May 16th 2023
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms of Service (https://legal.podium.com/#termsofservice-us) and our Acceptable Use Policy (https://legal.podium.com/#aup-us). All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms of Service .
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, email us at:
privacy@podium.com, write to us at
1650 W Digital Drive, Lehi, UT 84043, or call us via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms of Service.
Effective February 21st 2023 to April 19th 2023
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms and Conditions (https://www.podium.com/terms-and-conditions) and our Acceptable Use Policy (https://www.podium.com/acceptable-use-policy. All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms and Conditions.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, please contact us at:
privacy@podium.com.
1650 W Digital Drive, Lehi, UT 84043
or via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms and Conditions.
Effective September 7th 2022 to February 21st 2023
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms and Conditions (https://www.podium.com/terms-and-conditions) and our Acceptable Use Policy (https://www.podium.com/acceptable-use-policy. All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms and Conditions.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, please contact us at:
privacy@podium.com.
1650 W Digital Drive, Lehi, UT 84043
or via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms and Conditions.
Effective May 17th 2022 to September 7th 2022
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms and Conditions (https://www.podium.com/terms-and-conditions) and our Acceptable Use Policy (https://www.podium.com/acceptable-use-policy. All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms and Conditions.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
1650 W Digital Drive
Lehi, UT 84043
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, please contact us at:
privacy@podium.com.
1650 W Digital Drive, Lehi, UT 84043
or via our toll-free number:
1-833-276-3486
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms and Conditions.
Effective April 14th 2022 to May 17th 2022
DownloadTable of Contents
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms and Conditions (https://www.podium.com/terms-and-conditions) and our Acceptable Use Policy (https://www.podium.com/acceptable-use-policy. All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms and Conditions.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
1. INFORMATION WE COLLECT ABOUT YOU AND HOW WE COLLECT IT
1.1. What we collect. We collect several types of information from and about users of our Services, including information (note that if you do not want us to have access to information, you should not share it):
1.1.1. Personal information, by which you may be personally identified, such as name, postal address, e-mail address, telephone number, or social security number;
1.1.2. That is about you but individually does not identify you;
1.1.3. If you share it through our Services, including with another user of our Services, Personally Identifiable Information or Protected Health Information (as both are defined under the United States Health Insurance Portability and Accountability Act of 1996 or “HIPAA.” For more information about your rights under HIPAA, see www.hhs.gov/ocr/privacy);
1.1.4. Information necessary to make financial transactions, such as your billing address, other addresses related to you, and credit card or other payment information; and/or
1.1.5. About your internet connection, the equipment you use to access our Services, and usage details.
1.2. How we collect this information
1.2.1. Directly from you when you provide it to us.
1.2.2. Automatically as you use our Services. Information collected automatically may include usage details, IP addresses, and information collected through cookies, web beacons, and other tracking technologies.
1.2.3. From third parties, for example, our business partners or from publicly available sources such as certain third-party review sites.
1.3. Information You Provide to Us. The information we collect through our Services may include:
1.3.1. Registration and Profile Information. Information that you provide by filling in forms through our Services. This includes information provided at the time of registering to use our Services, subscribing to our Services, signing up to receive information about our Services, posting material, or requesting further services. We may also ask you for information when you enter a contest or promotion sponsored by us, and when you report a problem with our Services. If you sign up for an account, register to use our Services, purchase our products, or sign up to receive information about our Services, we may ask you for your, or your customer’s, first and last name, e-mail address, phone number, physical address, P.O. box or other postal address, login information, and any other information we collect.
1.3.2. Communications with Podium. Information when you contact us directly such as records and copies of your correspondence (including email addresses), as well as communications with other parties as you use the Services. For example, when you contact our Customer Support Team, we will receive your name, mobile phone number, the contents of a message, and any other information you choose to provide.
1.3.3. Communications Using the Services with Others. You also may provide information to others through the Services and your communications may be transmitted to other users of the Services or third parties (collectively, “User Contributions”). Any User Contributions you post or transmit to others is done at your own risk. We cannot always control the actions of other users of the Services, or a third party outside the Services, with whom you may choose to share your User Contributions.
1.3.4. Survey Information. Your responses to surveys that we might ask you to complete for research purposes such as customer success and marketing strategy.
1.3.5. Payment information. When you add billing information or a credit card number to your account or make a purchase (e.g., through our Payments or Terminal products), we will use a third-party service provider to collect and store your payment information.
1.3.6. Search Information. Your search queries on the Services.
1.3.7. Images. We collect any images that you submit to our Services.
1.3.8. Audio and Voice. We collect audio through the Services, such as voice recordings that may be transcribed by us or a third party.
1.3.9. Career Information. If you decide that you wish to apply for a job with us, you may submit your contact information, your resume, and your cover letter online. We will collect the information you choose to provide on your resume and in your cover letter, such as your education and employment experience. You may also apply through LinkedIn. If you do so, we will collect the information you make available to us on LinkedIn. California residents may have additional rights, please see Your California Privacy Rights for more information.
1.4. Information We Collect Through Automatic Data Collection Technologies. The information we collect automatically may include personal information. As you navigate through and interact with our Services, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions, and patterns, including:
1.4.1. Usage Information. Details of your use of our Services, including traffic data, location data, logs, and other communication data and the resources that you access and use through the Services. To help us understand how you use our Services and to help us improve them, we automatically receive information about your interactions with our Services, such as the ads you click on, pages or other content you view, the searches you conduct, purchases you make, your comments, and the dates and times of your visits.
1.4.2. Location Information. When you use our Services, if you allow us, we will receive your precise location information. We also infer your more general location information (for example, your internet protocol (IP) address may indicate your more general geographic region.
1.4.3. Device Information. We receive information about the device and software you use to access our Services, including IP address, web browser type, operating system version, phone carrier and manufacturer, application installations, device identifiers, other equipment identifiers, mobile advertising identifiers, and push notification tokens.
1.4.4. Information from Cookies and Similar Technologies. We and third-party partners collect information using cookies, pixel tags, or similar technologies. Our third-party partners, such as analytics and advertising partners, may use these technologies to collect information about your online activities over time and across different services.
1.4.5. Widget Information. Other websites may integrate Podium’s widgets (such as Podium Webchat). When you visit a site with a Podium widget embedded, we may receive certain information about you, including information about the web page you visited, your IP address, and other information about your device. Podium and the widget can recognize you across websites containing Podium’s widgets, and the widget may be used to show personalized content or advertising. We know when you interact with a widget, and websites containing the widgets may receive this information.
1.4.6. Text Information. We may facilitate text messages between you and your customers. In the process, we may receive information about these communications, such as the date and time of the SMS message, the parties’ phone numbers, and the content of any SMS messages.
1.4.7. User Feedback. We receive information about review and surveys and give our clients information about ratings and reviews.
1.4.8. Profile Information. Inferences drawn from any of the information above to create a profile about you that may reflect, for example, your preferences, characteristics, and behavior, including for account security purposes or to enhance our Services to you.
1.4.9. Information you provide to Third Parties. If you choose to link our Services to a third-party account, we may receive information about you, including your profile information, photo, and use of the third-party account. Additionally, we may receive information about you from third parties such as data or marketing partners and combine it with other information we have about you.
We also may use these technologies to collect information about your online activities over time and across third-party websites or other online services (behavioral tracking).
1.5. Methods for Automatic Data Collection. The technologies we use for automatic data collection may include:
1.5.1. Cookies (or browser cookies). A cookie is a small text file containing a string of alphanumeric characters placed on the hard drive of your computer. We may use both session cookies and persistent cookies. A session cookie disappears after you close your browser. A persistent cookie remains after you close your browser and may be used by your browser on subsequent visits to our Services. (Please review your web browser’s “Help” file to learn the proper way to modify your cookie settings. Please note that if you delete or choose not to accept cookies from the Service, you may not be able to utilize the features of the Services to their fullest potential.) You may refuse to accept browser cookies by activating the appropriate setting on your browser. However, if you select this setting you may be unable to access certain parts of our Services. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies when you direct your browser to our Services.
1.5.2 Flash Cookies. Certain features of our Services may use local stored objects (or Flash cookies) to collect and store information about your preferences and navigation to, from, and on our Services. Flash cookies are not managed by the same browser settings as are used for browser cookies. For information about managing your privacy and security settings for Flash cookies, see Choices About How We Use and Disclose Your Information.
1.5.3. Web Beacons. Our Services and our e-mails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit us, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity).
We may not always collect personal information automatically, but we may tie this information to personal information about you that provide to us or that we collect from other sources.
2.THIRD-PARTY USE OF COOKIES AND OTHER TRACKING TECHNOLOGIES
Some content or applications, including advertisements, on the Services are served by third-parties, including advertisers, ad networks and servers, content providers, and application providers. These third parties may use cookies alone or in conjunction with web beacons or other tracking technologies to collect information about you when you use our Services. The information they collect may be associated with your personal information or they may collect information, including personal information, about your online activities over time and across different websites and other online services. They may use this information to provide you with interest-based (behavioral) advertising or other targeted content.
We do not control these third parties' tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly. For information about how you can opt out of receiving targeted advertising from many providers, see Choices About How We Use and Disclose Your Information.
3.HOW WE USE YOUR INFORMATION
We use information that we collect about you or that you provide to us, including any personal information:
3.1. To present our Services and related content to you.
3.2. To personalize and improve your experience on our Services, such as presenting tailored content, speeding up your searched, recognizing when you return to our Services, and storing information about your preferences, allowing us to customize our Services according to your individual interests.
3.3. For marketing purposes, such as customizing and communicating informational or product offerings, promotions, and advertising materials that may be useful, relevant, valuable or otherwise of interest to you. We may also use it to estimate our audience size and usage patterns. If you do not want us to use your information in this way, please adjust your user preferences in your account profile or contact us as privacy@podium.com. For more information, see Choices About How We Use and Disclose Your Information. We may use the information we have collected from you to enable us to display advertisements to our advertisers' target audiences. Even though we do not disclose your personal information for these purposes without your consent, if you click on or otherwise interact with an advertisement, the advertiser may assume that you meet its target criteria.
3.4. To send you text messages and push notifications.
3.5. To provide, maintain, improve, and enhance our Services.
3.6. To provide you with information, products, or services that you request from us.
3.7. To facilitate transactions and payments.
3.8. To provide you with notices about your account or subscription, including expiration and renewal notices.
3.9. To carry out our obligations and enforce our rights arising from any contract(s) entered into between you and us, including for billing and collection.
3.10. To notify you about changes to our Services or any products or services we offer or provide though it.
3.11. To allow you to participate in interactive features on our Services.
3.12. To communicate with you, provide you with updates and other information that you request, respond to comments and questions, and otherwise provide customer support.
3.13. To market additional or new products or services to you.
3.14. To find and prevent fraud and respond to trust and safety issues that may arise.
3.15. To de-identify and aggregate information collected through the Services and use it for any lawful purpose.
3.16. For compliance purposes, including enforcing our Terms and Conditions or other legal rights, or as may be required by applicable laws and regulations or as requested by any judicial process or governmental agency
3.17. To fulfill any other purpose for which you provide it.
3.18. In any other way we may describe when you provide the information.
3.19. For any other purpose with your consent.
We may also maintain the information we collect or associate it with personal information we collect in other ways or receive from third parties.
We retain your personal information for as long as necessary to achieve the purpose of the collection unless we are required by law to keep it longer.
4. DISCLOSURE OF YOUR INFORMATION
4.1. Aggregate and Anonymous Information. We may disclose aggregated information about our users, and information that does not identify any individual, for any business purpose.
4.2. Personal Information. We may disclose personal information that we collect or you provide as described in this privacy policy:
4.2.1. Affiliates. We may share any information we receive with our subsidiaries, affiliates, and partners for any of the purposes described in this Privacy Policy.
4.2.2. Vendors and Service Providers. We may share any information we receive with vendors contractors, service providers, and other third parties retained in connection with the provision of our Services or who we use to support our business.
4.2.3. Third Party App Integrations. If you connect a third-party application to our Services, we may share information with that third party.
4.2.4 Advertising Partners. We work with third party advertising partners to show you ads that we think may interest you. These advertising partners may set and access their own cookies, pixel tags and similar technologies on our Services and they may otherwise collect or have access to information about you which they may collect over time and across different online services. Some of our advertising partners are members of the Network Advertising Initiative (http://optout.networkadvertising.org/?c=1#!/) or the Digital Advertising Alliance (http://optout.aboutads.info/?c=2&lang=EN). If you do not wish to receive personalized ads, please visit their opt-out pages to learn more about how you may opt out of receiving web-based personalized ads from member companies. You can access any settings offered by your mobile operating system to limit ad tracking or you can install the AppChoices mobile app to learn more about how you may opt out of personalized ads in mobile apps.
4.2.5. Analytics Partners. We use web analytics services such as Google Analytics to collect and process certain analytics data. These services may also collect information about your use of other websites, apps, and online resources. You can learn about Google’s practices by going to https://www.google.com/policies/privacy/partners/ and opt-out of them by downloading the Google Analytics opt-out browser add-on, available at https://tools.google.com/dlpage/gaoptout.
4.2.6. Social Networking Platforms and Other Online Services. Our Services allow you to, upon your direction, share information with social networking services, such as Facebook or Instagram. You understand and agree that the use of your information by any social networking websites will be governed by the privacy policies of these third-party platforms and your settings on that platform. We encourage you to review their privacy policies.
4.2.7. Marketing. We may disclose your information to nonaffiliated third parties for their direct marketing purposes as well as our direct marketing purposes. If you would like to opt out of such disclosures, please contact us at privacy@podium.com. To third parties to market their products or services to you if you have not opted out of these disclosures.
4.2.8. Other Users. Our Services enable you to, among other things, communicate with others. Your name, username, and other profile information may be viewable and searchable by other users. The content you post to the Services may be displayed on the Services and viewable by other users by default. We are not responsible for the other users’ use of available information, so you should carefully consider whether and what to post or how you identify yourself on the Services.
4.2.9. Sale, Acquisition, Merger or Other Asset Transfers. We may share information to a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Podium's assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by Podium about our users is among the assets transferred.
4.2.10. To Fulfill the Purpose for which You Provide. We may share information at your direction. For example, if you give us an email address or other contact information as a referral, we may use that email address to contact the referred party.
4.2.11. As Disclosed. We may share information for any other purpose disclosed by us when you provide the information.
4.2.12. With Consent. We may share information with your consent.
4.3. Other Possible Disclosures of Personal Information. We may also disclose your personal information:
4.3.1. As Required by Law and Similar Disclosures. In cooperation with governmental authorities and in our sole discretion, we may access, preserve, and disclose information about you if we believe it is necessary or appropriate to: (a) comply with law enforcement requests and legal process, such as in connection with a court order or subpoena; (b) respond to your requests; or (c) if we believe a disclosure of such information is necessary to protect your, our, or other’s property, rights, or safety. For the avoidance of doubt, the disclosure of information about you may occur if you post any objectionable content on or through the Services.
4.3.2. To enforce or apply our Terms and Conditions, Acceptable Use Policy, and other agreements, including, but not limited to, for billing and collection purposes.
4.3.3. If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of Podium, our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
5. CHOICES ABOUT HOW WE USE AND DISCLOSE YOUR INFORMATION
We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:
5.1. Communications with Other Users. The Services allow you to communicate with other users. Some of those communications are intended to be public, such as a review that is left on a third-party website. Other communications may be private or intended by you or another user to be private. We cannot always control the actions of other users with whom you communicate through our Services, so you must be aware that communications you intend to be private could be shared publicly by another user with whom you communicate. Furthermore, by communicating with other users, you acknowledge and agree that information you post or otherwise make public may be available to the public or other users.
5.2. Do Not Track. There is no accepted standard on how to respond to Do Not Track signals, and we do not respond to such signals.
5.3. Location Information. You can prevent your device from sharing precise location information at any time through your device’s operating system settings.
5.4. Podium Marketing Communications. You can unsubscribe from our promotional emails via the link provided in the emails or by sending us an email stating your request to privacy@podium.com. You can unsubscribe from our other promotional communications by replying “STOP” or by sending us an email stating your request to privacy@podium.com. Even if you out-out of receiving promotional messages from us, you will continue to receive administrative messages from us. For example, if we have sent you a promotional email, you may send us a return email asking to be omitted from future email distributions, but this opt out will not apply to information provided to Podium as a result of a product purchase, warranty registration, product service experience or other transactions.
5.5. Disclosure of Your Information for Third-Party Advertising. If you do not want us to share your personal information with unaffiliated or non-agent third parties for promotional purposes, you can opt-out by sending us an email with your request to privacy@podium.com.
5.6. Tracking Technologies and Advertising. You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being sent. To learn how you can manage your Flash cookie settings, visit the Flash player settings page on Adobe's website. If you disable or refuse cookies, please note that some parts of our Services may then be inaccessible or not function properly.
5.7. Targeted Advertising. If you do not want us to use information that we collect or that you provide to us to deliver advertisements according to our advertisers' target-audience preferences, you can opt-out by contacting us at privacy@podium.com.
If you choose not to provide us with information we collect, some features of our Services may not work as intended.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.
Nevada residents who wish to exercise their sale opt-out rights under Nevada Revised Statutes Chapter 603A may submit a request to this designated address: privacy@podium.com 1650 W Digital Drive, Lehi, UT 84043.
6.INTERNATIONAL USERS
Our Services are hosted in the United States. If you choose to use the Services from other regions of the world with laws governing data collection and use that may differ from United States law (see below for specific information relating to Australian Users), then please note that you are transferring your personal information outside of those regions to the United States for storage and processing. Also, we may transfer your data from the United States to other countries or regions in connection with storage and processing of data, fulfilling your requests, and operating the Services. Your providing of information, including personal information, on or to the Services constitutes your consent to such transfer, storage, and processing.
7. AUSTRALIAN USERS
If you are an Australian user accessing or using Podium from Australia, the Privacy Act 1988 (Cth) and the Australian Privacy Principles contained in the Privacy Act 1988 (Cth) (“APP”) applies to personal information collected or held by Podium or its Affiliates with an “Australian link” (within the meaning of the Privacy Act). In addition, Podium is committed to complying with other applicable Commonwealth, State or Territory privacy and data protection laws and regulations.
8.CANADIAN USERS
If you are a Canadian user accessing or using Podium from Canada, the following terms apply in respect of your personal information:
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
Podium
1650 W Digital Drive
Lehi, UT 84043
We will try to help you with your request free of charge. However, we may request that you pay a reasonable fee, such as if you request a transcript or a reproduction by mail. We will only do so if we are authorized by law, and if we notified you before and you’ve accepted the fees. To avoid any fraudulent request and protect your personal information, we may ask that you provide a proof of identity with your request. We will not use such personal information for any other purposes. We will respond to your request within thirty (30) days, unless agreed otherwise. If your request is denied, we will notify you in writing, and provide you with detailed motives and information on how to contest our decision.
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
Telephone
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Mailing address
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can also use this online form. If you have any issue with how we collect, use or disclose your personal information, or how we responded to your request, please let us know. We will do our best to improve our processes to make certain that it does not happen again. We will also provide you with additional information about our practices if you would like us to do so. If you are still not satisfied, you can lodge a complaint to the Office of the Privacy Commissioner of Canada using this online form, or to your local privacy regulators.
9. CHILDREN UNDER THE AGE OF 13
Our Website is not intended for children under 13 years of age. No one under age 13 may provide any information through or on the Services. We do not knowingly collect personal information from children under 13. If you are under 13, do not:
9.1. use or provide any information through or on our Services or through any of its features,
9.2. register on to use the Services,
9.3. make any purchases through the Services,
9.4. use any of the interactive or public comment features of the Services, or
9.5. provide any information about yourself to us, including your name, address, telephone number, email address, or any screen name or username you may use.
If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 13, please contact us at privacy@podium.com.
California residents under 16 years of age may have additional rights regarding the collection and sale of their personal information. Please see Your California Privacy Rights for more information.
10.ACCESSING AND CORRECTING YOUR INFORMATION
You can review and change your personal information by logging into the Services and visiting your account profile page.
You may also submit a request here or send us an email at privacy-requests@podium.com to request access to, correct, or delete any personal information that you have provided to us. If you have a user account with us, we cannot delete all of your personal information except by also deleting your user account. We may not accommodate a request to change or delete information if we believe the change or deletion would violate any law or legal requirement, cause Podium to violate its rights or legal obligations, or cause the information to be incorrect.
If you delete your User Contributions from the Services, copies of your User Contributions may remain viewable in cached and archived pages or might have been copied or stored by other Services users. Proper access and use of information provided through the Services, including User Contributions, is governed by our Terms and Conditions.
California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.
11.YOUR CALIFORNIA PRIVACY RIGHTS
If you are a California resident, California law may provide you with additional rights regarding our use of your personal information. If you are a California resident who has provided your personal information to us, you may tell us not to share certain categories of personal information with third parties for their direct marketing purposes. To make such a request, please submit a request here.
If you have registered with us, you may request that we delete your information in your account by contacting us. We will make commercially reasonable efforts to delete such information upon request. We may archive all or some of your information as we believe may be required by law or for legitimate business purposes.
California's “Shine the Light” law (Civil Code Section § 1798.83) permits users of our App that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an email to privacy@podium.com or write us at: 1650 W Digital Drive, Lehi, UT 84043.
12.DATA SECURITY
Podium values the security of your information. We have implemented reasonable security measures that are designed to protect the information we maintain.
The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain features of our Services, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. We urge you to be careful about giving out information when using certain aspect of the services such as the Webchat feature. The information you share in public areas may be viewed by other users of the Services.
Unfortunately, the transmission of information via the internet is not completely secure. As our Services are hosted electronically, we can make no guarantees as to the security or privacy of your information. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted through our Services. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.
13.CHANGES TO OUR PRIVACY POLICY
It is our policy to post any changes we make to our privacy policy on this page. If we make material changes to how we treat our users' personal information, we will notify you by email to the primary email address specified in your account. The date the privacy policy was last revised is identified at the top of the page. You are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically visiting our Services and this privacy policy to check for any changes.
14.CONTACT INFORMATION
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, please contact us at:
privacy@podium.com.
1650 W Digital Drive, Lehi, UT 84043
or via our toll-free number:
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms and Conditions.
Effective March 29th 2022 to April 14th 2022
DownloadTable of Contents
Last modified: June 2, 2021
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms and Conditions (https://www.podium.com/terms-and-conditions) and our Acceptable Use Policy (https://www.podium.com/acceptable-use-policy. All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms and Conditions.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
1. INFORMATION WE COLLECT ABOUT YOU AND HOW WE COLLECT IT
1.1. What we collect. We collect several types of information from and about users of our Services, including information (note that if you do not want us to have access to information, you should not share it):
1.1.1. Personal information, by which you may be personally identified, such as name, postal address, e-mail address, telephone number, or social security number;
1.1.2. That is about you but individually does not identify you;
1.1.3. If you share it through our Services, including with another user of our Services, Personally Identifiable Information or Protected Health Information (as both are defined under the United States Health Insurance Portability and Accountability Act of 1996 or “HIPAA.” For more information about your rights under HIPAA, see www.hhs.gov/ocr/privacy);
1.1.4. Information necessary to make financial transactions, such as your billing address, other addresses related to you, and credit card or other payment information; and/or
1.1.5. About your internet connection, the equipment you use to access our Services, and usage details.
1.2. How we collect this information
1.2.1. Directly from you when you provide it to us.
1.2.2. Automatically as you use our Services. Information collected automatically may include usage details, IP addresses, and information collected through cookies, web beacons, and other tracking technologies.
1.2.3. From third parties, for example, our business partners or from publicly available sources such as certain third-party review sites.
1.3. Information You Provide to Us. The information we collect through our Services may include:
1.3.1. Registration and Profile Information. Information that you provide by filling in forms through our Services. This includes information provided at the time of registering to use our Services, subscribing to our Services, signing up to receive information about our Services, posting material, or requesting further services. We may also ask you for information when you enter a contest or promotion sponsored by us, and when you report a problem with our Services. If you sign up for an account, register to use our Services, purchase our products, or sign up to receive information about our Services, we may ask you for your, or your customer’s, first and last name, e-mail address, phone number, physical address, P.O. box or other postal address, login information, and any other information we collect.
1.3.2. Communications with Podium. Information when you contact us directly such as records and copies of your correspondence (including email addresses), as well as communications with other parties as you use the Services. For example, when you contact our Customer Support Team, we will receive your name, mobile phone number, the contents of a message, and any other information you choose to provide.
1.3.3. Communications Using the Services with Others. You also may provide information to others through the Services and your communications may be transmitted to other users of the Services or third parties (collectively, “User Contributions”). Any User Contributions you post or transmit to others is done at your own risk. We cannot always control the actions of other users of the Services, or a third party outside the Services, with whom you may choose to share your User Contributions.
1.3.4. Survey Information. Your responses to surveys that we might ask you to complete for research purposes such as customer success and marketing strategy.
1.3.5. Payment information. When you add billing information or a credit card number to your account or make a purchase (e.g., through our Payments or Terminal products), we will use a third-party service provider to collect and store your payment information.
1.3.6. Search Information. Your search queries on the Services.
1.3.7. Images. We collect any images that you submit to our Services.
1.3.8. Audio and Voice. We collect audio through the Services, such as voice recordings that may be transcribed by us or a third party.
1.3.9. Career Information. If you decide that you wish to apply for a job with us, you may submit your contact information, your resume, and your cover letter online. We will collect the information you choose to provide on your resume and in your cover letter, such as your education and employment experience. You may also apply through LinkedIn. If you do so, we will collect the information you make available to us on LinkedIn. California residents may have additional rights, please see Your California Privacy Rights for more information.
1.4. Information We Collect Through Automatic Data Collection Technologies. The information we collect automatically may include personal information. As you navigate through and interact with our Services, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions, and patterns, including:
1.4.1. Usage Information. Details of your use of our Services, including traffic data, location data, logs, and other communication data and the resources that you access and use through the Services. To help us understand how you use our Services and to help us improve them, we automatically receive information about your interactions with our Services, such as the ads you click on, pages or other content you view, the searches you conduct, purchases you make, your comments, and the dates and times of your visits.
1.4.2. Location Information. When you use our Services, if you allow us, we will receive your precise location information. We also infer your more general location information (for example, your internet protocol (IP) address may indicate your more general geographic region.
1.4.3. Device Information. We receive information about the device and software you use to access our Services, including IP address, web browser type, operating system version, phone carrier and manufacturer, application installations, device identifiers, other equipment identifiers, mobile advertising identifiers, and push notification tokens.
1.4.4. Information from Cookies and Similar Technologies. We and third-party partners collect information using cookies, pixel tags, or similar technologies. Our third-party partners, such as analytics and advertising partners, may use these technologies to collect information about your online activities over time and across different services.
1.4.5. Widget Information. Other websites may integrate Podium’s widgets (such as Podium Webchat). When you visit a site with a Podium widget embedded, we may receive certain information about you, including information about the web page you visited, your IP address, and other information about your device. Podium and the widget can recognize you across websites containing Podium’s widgets, and the widget may be used to show personalized content or advertising. We know when you interact with a widget, and websites containing the widgets may receive this information.
1.4.6. Text Information. We may facilitate text messages between you and your customers. In the process, we may receive information about these communications, such as the date and time of the SMS message, the parties’ phone numbers, and the content of any SMS messages.
1.4.7. User Feedback. We receive information about review and surveys and give our clients information about ratings and reviews.
1.4.8. Profile Information. Inferences drawn from any of the information above to create a profile about you that may reflect, for example, your preferences, characteristics, and behavior, including for account security purposes or to enhance our Services to you.
1.4.9. Information you provide to Third Parties. If you choose to link our Services to a third-party account, we may receive information about you, including your profile information, photo, and use of the third-party account. Additionally, we may receive information about you from third parties such as data or marketing partners and combine it with other information we have about you.
We also may use these technologies to collect information about your online activities over time and across third-party websites or other online services (behavioral tracking).
1.5. Methods for Automatic Data Collection. The technologies we use for automatic data collection may include:
1.5.1. Cookies (or browser cookies). A cookie is a small text file containing a string of alphanumeric characters placed on the hard drive of your computer. We may use both session cookies and persistent cookies. A session cookie disappears after you close your browser. A persistent cookie remains after you close your browser and may be used by your browser on subsequent visits to our Services. (Please review your web browser’s “Help” file to learn the proper way to modify your cookie settings. Please note that if you delete or choose not to accept cookies from the Service, you may not be able to utilize the features of the Services to their fullest potential.) You may refuse to accept browser cookies by activating the appropriate setting on your browser. However, if you select this setting you may be unable to access certain parts of our Services. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies when you direct your browser to our Services.
1.5.2 Flash Cookies. Certain features of our Services may use local stored objects (or Flash cookies) to collect and store information about your preferences and navigation to, from, and on our Services. Flash cookies are not managed by the same browser settings as are used for browser cookies. For information about managing your privacy and security settings for Flash cookies, see Choices About How We Use and Disclose Your Information.
1.5.3. Web Beacons. Our Services and our e-mails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit us, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity).
We may not always collect personal information automatically, but we may tie this information to personal information about you that provide to us or that we collect from other sources.
2.THIRD-PARTY USE OF COOKIES AND OTHER TRACKING TECHNOLOGIES
Some content or applications, including advertisements, on the Services are served by third-parties, including advertisers, ad networks and servers, content providers, and application providers. These third parties may use cookies alone or in conjunction with web beacons or other tracking technologies to collect information about you when you use our Services. The information they collect may be associated with your personal information or they may collect information, including personal information, about your online activities over time and across different websites and other online services. They may use this information to provide you with interest-based (behavioral) advertising or other targeted content.
We do not control these third parties' tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly. For information about how you can opt out of receiving targeted advertising from many providers, see Choices About How We Use and Disclose Your Information.
3.HOW WE USE YOUR INFORMATION
We use information that we collect about you or that you provide to us, including any personal information:
3.1. To present our Services and related content to you.
3.2. To personalize and improve your experience on our Services, such as presenting tailored content, speeding up your searched, recognizing when you return to our Services, and storing information about your preferences, allowing us to customize our Services according to your individual interests.
3.3. For marketing purposes, such as customizing and communicating informational or product offerings, promotions, and advertising materials that may be useful, relevant, valuable or otherwise of interest to you. We may also use it to estimate our audience size and usage patterns. If you do not want us to use your information in this way, please adjust your user preferences in your account profile or contact us as privacy@podium.com. For more information, see Choices About How We Use and Disclose Your Information. We may use the information we have collected from you to enable us to display advertisements to our advertisers' target audiences. Even though we do not disclose your personal information for these purposes without your consent, if you click on or otherwise interact with an advertisement, the advertiser may assume that you meet its target criteria.
3.4. To send you text messages and push notifications.
3.5. To provide, maintain, improve, and enhance our Services.
3.6. To provide you with information, products, or services that you request from us.
3.7. To facilitate transactions and payments.
3.8. To provide you with notices about your account or subscription, including expiration and renewal notices.
3.9. To carry out our obligations and enforce our rights arising from any contract(s) entered into between you and us, including for billing and collection.
3.10. To notify you about changes to our Services or any products or services we offer or provide though it.
3.11. To allow you to participate in interactive features on our Services.
3.12. To communicate with you, provide you with updates and other information that you request, respond to comments and questions, and otherwise provide customer support.
3.13. To market additional or new products or services to you.
3.14. To find and prevent fraud and respond to trust and safety issues that may arise.
3.15. To de-identify and aggregate information collected through the Services and use it for any lawful purpose.
3.16. For compliance purposes, including enforcing our Terms and Conditions or other legal rights, or as may be required by applicable laws and regulations or as requested by any judicial process or governmental agency
3.17. To fulfill any other purpose for which you provide it.
3.18. In any other way we may describe when you provide the information.
3.19. For any other purpose with your consent.
We may also maintain the information we collect or associate it with personal information we collect in other ways or receive from third parties.
We retain your personal information for as long as necessary to achieve the purpose of the collection unless we are required by law to keep it longer.
4. DISCLOSURE OF YOUR INFORMATION
4.1. Aggregate and Anonymous Information. We may disclose aggregated information about our users, and information that does not identify any individual, for any business purpose.
4.2. Personal Information. We may disclose personal information that we collect or you provide as described in this privacy policy:
4.2.1. Affiliates. We may share any information we receive with our subsidiaries, affiliates, and partners for any of the purposes described in this Privacy Policy.
4.2.2. Vendors and Service Providers. We may share any information we receive with vendors contractors, service providers, and other third parties retained in connection with the provision of our Services or who we use to support our business.
4.2.3. Third Party App Integrations. If you connect a third-party application to our Services, we may share information with that third party.
4.2.4 Advertising Partners. We work with third party advertising partners to show you ads that we think may interest you. These advertising partners may set and access their own cookies, pixel tags and similar technologies on our Services and they may otherwise collect or have access to information about you which they may collect over time and across different online services. Some of our advertising partners are members of the Network Advertising Initiative (http://optout.networkadvertising.org/?c=1#!/) or the Digital Advertising Alliance (http://optout.aboutads.info/?c=2&lang=EN). If you do not wish to receive personalized ads, please visit their opt-out pages to learn more about how you may opt out of receiving web-based personalized ads from member companies. You can access any settings offered by your mobile operating system to limit ad tracking or you can install the AppChoices mobile app to learn more about how you may opt out of personalized ads in mobile apps.
4.2.5. Analytics Partners. We use web analytics services such as Google Analytics to collect and process certain analytics data. These services may also collect information about your use of other websites, apps, and online resources. You can learn about Google’s practices by going to https://www.google.com/policies/privacy/partners/ and opt-out of them by downloading the Google Analytics opt-out browser add-on, available at https://tools.google.com/dlpage/gaoptout.
4.2.6. Social Networking Platforms and Other Online Services. Our Services allow you to, upon your direction, share information with social networking services, such as Facebook or Instagram. You understand and agree that the use of your information by any social networking websites will be governed by the privacy policies of these third-party platforms and your settings on that platform. We encourage you to review their privacy policies.
4.2.7. Marketing. We may disclose your information to nonaffiliated third parties for their direct marketing purposes as well as our direct marketing purposes. If you would like to opt out of such disclosures, please contact us at privacy@podium.com. To third parties to market their products or services to you if you have not opted out of these disclosures.
4.2.8. Other Users. Our Services enable you to, among other things, communicate with others. Your name, username, and other profile information may be viewable and searchable by other users. The content you post to the Services may be displayed on the Services and viewable by other users by default. We are not responsible for the other users’ use of available information, so you should carefully consider whether and what to post or how you identify yourself on the Services.
4.2.9. Sale, Acquisition, Merger or Other Asset Transfers. We may share information to a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Podium's assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by Podium about our users is among the assets transferred.
4.2.10. To Fulfill the Purpose for which You Provide. We may share information at your direction. For example, if you give us an email address or other contact information as a referral, we may use that email address to contact the referred party.
4.2.11. As Disclosed. We may share information for any other purpose disclosed by us when you provide the information.
4.2.12. With Consent. We may share information with your consent.
4.3. Other Possible Disclosures of Personal Information. We may also disclose your personal information:
4.3.1. As Required by Law and Similar Disclosures. In cooperation with governmental authorities and in our sole discretion, we may access, preserve, and disclose information about you if we believe it is necessary or appropriate to: (a) comply with law enforcement requests and legal process, such as in connection with a court order or subpoena; (b) respond to your requests; or (c) if we believe a disclosure of such information is necessary to protect your, our, or other’s property, rights, or safety. For the avoidance of doubt, the disclosure of information about you may occur if you post any objectionable content on or through the Services.
4.3.2. To enforce or apply our Terms and Conditions, Acceptable Use Policy, and other agreements, including, but not limited to, for billing and collection purposes.
4.3.3. If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of Podium, our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
5. CHOICES ABOUT HOW WE USE AND DISCLOSE YOUR INFORMATION
We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:
5.1. Communications with Other Users. The Services allow you to communicate with other users. Some of those communications are intended to be public, such as a review that is left on a third-party website. Other communications may be private or intended by you or another user to be private. We cannot always control the actions of other users with whom you communicate through our Services, so you must be aware that communications you intend to be private could be shared publicly by another user with whom you communicate. Furthermore, by communicating with other users, you acknowledge and agree that information you post or otherwise make public may be available to the public or other users.
5.2. Do Not Track. There is no accepted standard on how to respond to Do Not Track signals, and we do not respond to such signals.
5.3. Location Information. You can prevent your device from sharing precise location information at any time through your device’s operating system settings.
5.4. Podium Marketing Communications. You can unsubscribe from our promotional emails via the link provided in the emails or by sending us an email stating your request to privacy@podium.com. You can unsubscribe from our other promotional communications by replying “STOP” or by sending us an email stating your request to privacy@podium.com. Even if you out-out of receiving promotional messages from us, you will continue to receive administrative messages from us. For example, if we have sent you a promotional email, you may send us a return email asking to be omitted from future email distributions, but this opt out will not apply to information provided to Podium as a result of a product purchase, warranty registration, product service experience or other transactions.
5.5. Disclosure of Your Information for Third-Party Advertising. If you do not want us to share your personal information with unaffiliated or non-agent third parties for promotional purposes, you can opt-out by sending us an email with your request to privacy@podium.com.
5.6. Tracking Technologies and Advertising. You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being sent. To learn how you can manage your Flash cookie settings, visit the Flash player settings page on Adobe's website. If you disable or refuse cookies, please note that some parts of our Services may then be inaccessible or not function properly.
5.7. Targeted Advertising. If you do not want us to use information that we collect or that you provide to us to deliver advertisements according to our advertisers' target-audience preferences, you can opt-out by contacting us at privacy@podium.com.
If you choose not to provide us with information we collect, some features of our Services may not work as intended.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.
Nevada residents who wish to exercise their sale opt-out rights under Nevada Revised Statutes Chapter 603A may submit a request to this designated address: privacy@podium.com 1650 W Digital Drive, Lehi, UT 84043.
6.INTERNATIONAL USERS
Our Services are hosted in the United States. If you choose to use the Services from other regions of the world with laws governing data collection and use that may differ from United States law (see below for specific information relating to Australian Users), then please note that you are transferring your personal information outside of those regions to the United States for storage and processing. Also, we may transfer your data from the United States to other countries or regions in connection with storage and processing of data, fulfilling your requests, and operating the Services. Your providing of information, including personal information, on or to the Services constitutes your consent to such transfer, storage, and processing.
7. AUSTRALIAN USERS
If you are an Australian user accessing or using Podium from Australia, the Privacy Act 1988 (Cth) and the Australian Privacy Principles contained in the Privacy Act 1988 (Cth) (“APP”) applies to personal information collected or held by Podium or its Affiliates with an “Australian link” (within the meaning of the Privacy Act). In addition, Podium is committed to complying with other applicable Commonwealth, State or Territory privacy and data protection laws and regulations.
8.CANADIAN USERS
If you are a Canadian user accessing or using Podium from Canada, the following terms apply in respect of your personal information:
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
Podium
1650 W Digital Drive
Lehi, UT 84043
We will try to help you with your request free of charge. However, we may request that you pay a reasonable fee, such as if you request a transcript or a reproduction by mail. We will only do so if we are authorized by law, and if we notified you before and you’ve accepted the fees. To avoid any fraudulent request and protect your personal information, we may ask that you provide a proof of identity with your request. We will not use such personal information for any other purposes. We will respond to your request within thirty (30) days, unless agreed otherwise. If your request is denied, we will notify you in writing, and provide you with detailed motives and information on how to contest our decision.
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
Telephone
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Mailing address
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can also use this online form. If you have any issue with how we collect, use or disclose your personal information, or how we responded to your request, please let us know. We will do our best to improve our processes to make certain that it does not happen again. We will also provide you with additional information about our practices if you would like us to do so. If you are still not satisfied, you can lodge a complaint to the Office of the Privacy Commissioner of Canada using this online form, or to your local privacy regulators.
9. CHILDREN UNDER THE AGE OF 13
Our Website is not intended for children under 13 years of age. No one under age 13 may provide any information through or on the Services. We do not knowingly collect personal information from children under 13. If you are under 13, do not:
9.1. use or provide any information through or on our Services or through any of its features,
9.2. register on to use the Services,
9.3. make any purchases through the Services,
9.4. use any of the interactive or public comment features of the Services, or
9.5. provide any information about yourself to us, including your name, address, telephone number, email address, or any screen name or username you may use.
If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 13, please contact us at privacy@podium.com.
California residents under 16 years of age may have additional rights regarding the collection and sale of their personal information. Please see Your California Privacy Rights for more information.
10.ACCESSING AND CORRECTING YOUR INFORMATION
You can review and change your personal information by logging into the Services and visiting your account profile page.
You may also submit a request here or send us an email at privacy-requests@podium.com to request access to, correct, or delete any personal information that you have provided to us. If you have a user account with us, we cannot delete all of your personal information except by also deleting your user account. We may not accommodate a request to change or delete information if we believe the change or deletion would violate any law or legal requirement, cause Podium to violate its rights or legal obligations, or cause the information to be incorrect.
If you delete your User Contributions from the Services, copies of your User Contributions may remain viewable in cached and archived pages or might have been copied or stored by other Services users. Proper access and use of information provided through the Services, including User Contributions, is governed by our Terms and Conditions.
California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.
11.YOUR CALIFORNIA PRIVACY RIGHTS
If you are a California resident, California law may provide you with additional rights regarding our use of your personal information. If you are a California resident who has provided your personal information to us, you may tell us not to share certain categories of personal information with third parties for their direct marketing purposes. To make such a request, please submit a request here.
If you have registered with us, you may request that we delete your information in your account by contacting us. We will make commercially reasonable efforts to delete such information upon request. We may archive all or some of your information as we believe may be required by law or for legitimate business purposes.
California's “Shine the Light” law (Civil Code Section § 1798.83) permits users of our App that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an email to privacy@podium.com or write us at: 1650 W Digital Drive, Lehi, UT 84043.
12.DATA SECURITY
Podium values the security of your information. We have implemented reasonable security measures that are designed to protect the information we maintain.
The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain features of our Services, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. We urge you to be careful about giving out information when using certain aspect of the services such as the Webchat feature. The information you share in public areas may be viewed by other users of the Services.
Unfortunately, the transmission of information via the internet is not completely secure. As our Services are hosted electronically, we can make no guarantees as to the security or privacy of your information. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted through our Services. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.
13.CHANGES TO OUR PRIVACY POLICY
It is our policy to post any changes we make to our privacy policy on this page. If we make material changes to how we treat our users' personal information, we will notify you by email to the primary email address specified in your account. The date the privacy policy was last revised is identified at the top of the page. You are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically visiting our Services and this privacy policy to check for any changes.
14.CONTACT INFORMATION
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, please contact us at:
privacy@podium.com.
1650 W Digital Drive, Lehi, UT 84043
or via our toll-free number:
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms and Conditions.
Effective March 29th 2022 to March 29th 2022
DownloadTable of Contents
Last modified: June 2, 2021
Podium Corporation, Inc. (“Podium”, “we”, and/or “us”) values your privacy. This privacy policy (“Privacy Policy”) describes the types of information we may collect from any individual or entity, including, but not limited to, Clients, Customers, Authorized Users, and end users (“you”), who accesses or uses Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (“Services”) and our practices for collecting, using, maintaining, protecting, and disclosing that information. By using our Services, you agree to the collection, use, disclosure, and procedures this Privacy Policy describes. Beyond the Privacy Policy, your use of our Services is also subject to our Terms and Conditions (https://www.podium.com/terms-and-conditions) and our Acceptable Use Policy (https://www.podium.com/acceptable-use-policy. All capitalized terms not defined in this Privacy Policy have the same meaning given in our Terms and Conditions.
This Privacy Policy applies to information we collect:
- Through the Services.
- In email, text, and other electronic messages between you and the Services.
- Through mobile and desktop applications you download from the Services or a third-party app store, which provide dedicated non-browser-based interaction between you and the Services.
- When you interact with our advertising and applications on third-party websites and services, if those applications or advertising include links to this policy.
This Privacy Policy does not apply to information collected by us offline.
Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Services. By accessing or using our Services, you agree to this Privacy Policy. This Privacy Policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of the Services after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates. If you do not provide your information when requested, you may not be able to use our Services if that information is necessary to provide you with our Services or if we are legally required to collect it.
1. INFORMATION WE COLLECT ABOUT YOU AND HOW WE COLLECT IT
1.1. What we collect. We collect several types of information from and about users of our Services, including information (note that if you do not want us to have access to information, you should not share it):
1.1.1. Personal information, by which you may be personally identified, such as name, postal address, e-mail address, telephone number, or social security number;
1.1.2. That is about you but individually does not identify you;
1.1.3. If you share it through our Services, including with another user of our Services, Personally Identifiable Information or Protected Health Information (as both are defined under the United States Health Insurance Portability and Accountability Act of 1996 or “HIPAA.” For more information about your rights under HIPAA, see www.hhs.gov/ocr/privacy);
1.1.4. Information necessary to make financial transactions, such as your billing address, other addresses related to you, and credit card or other payment information; and/or
1.1.5. About your internet connection, the equipment you use to access our Services, and usage details.
1.2. How we collect this information
1.2.1. Directly from you when you provide it to us.
1.2.2. Automatically as you use our Services. Information collected automatically may include usage details, IP addresses, and information collected through cookies, web beacons, and other tracking technologies.
1.2.3. From third parties, for example, our business partners or from publicly available sources such as certain third-party review sites.
1.3. Information You Provide to Us. The information we collect through our Services may include:
1.3.1. Registration and Profile Information. Information that you provide by filling in forms through our Services. This includes information provided at the time of registering to use our Services, subscribing to our Services, signing up to receive information about our Services, posting material, or requesting further services. We may also ask you for information when you enter a contest or promotion sponsored by us, and when you report a problem with our Services. If you sign up for an account, register to use our Services, purchase our products, or sign up to receive information about our Services, we may ask you for your, or your customer’s, first and last name, e-mail address, phone number, physical address, P.O. box or other postal address, login information, and any other information we collect.
1.3.2. Communications with Podium. Information when you contact us directly such as records and copies of your correspondence (including email addresses), as well as communications with other parties as you use the Services. For example, when you contact our Customer Support Team, we will receive your name, mobile phone number, the contents of a message, and any other information you choose to provide.
1.3.3. Communications Using the Services with Others. You also may provide information to others through the Services and your communications may be transmitted to other users of the Services or third parties (collectively, “User Contributions”). Any User Contributions you post or transmit to others is done at your own risk. We cannot always control the actions of other users of the Services, or a third party outside the Services, with whom you may choose to share your User Contributions.
1.3.4. Survey Information. Your responses to surveys that we might ask you to complete for research purposes such as customer success and marketing strategy.
1.3.5. Payment information. When you add billing information or a credit card number to your account or make a purchase (e.g., through our Payments or Terminal products), we will use a third-party service provider to collect and store your payment information.
1.3.6. Search Information. Your search queries on the Services.
1.3.7. Images. We collect any images that you submit to our Services.
1.3.8. Audio and Voice. We collect audio through the Services, such as voice recordings that may be transcribed by us or a third party.
1.3.9. Career Information. If you decide that you wish to apply for a job with us, you may submit your contact information, your resume, and your cover letter online. We will collect the information you choose to provide on your resume and in your cover letter, such as your education and employment experience. You may also apply through LinkedIn. If you do so, we will collect the information you make available to us on LinkedIn. California residents may have additional rights, please see Your California Privacy Rights for more information.
1.4. Information We Collect Through Automatic Data Collection Technologies. The information we collect automatically may include personal information. As you navigate through and interact with our Services, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions, and patterns, including:
1.4.1. Usage Information. Details of your use of our Services, including traffic data, location data, logs, and other communication data and the resources that you access and use through the Services. To help us understand how you use our Services and to help us improve them, we automatically receive information about your interactions with our Services, such as the ads you click on, pages or other content you view, the searches you conduct, purchases you make, your comments, and the dates and times of your visits.
1.4.2. Location Information. When you use our Services, if you allow us, we will receive your precise location information. We also infer your more general location information (for example, your internet protocol (IP) address may indicate your more general geographic region.
1.4.3. Device Information. We receive information about the device and software you use to access our Services, including IP address, web browser type, operating system version, phone carrier and manufacturer, application installations, device identifiers, other equipment identifiers, mobile advertising identifiers, and push notification tokens.
1.4.4. Information from Cookies and Similar Technologies. We and third-party partners collect information using cookies, pixel tags, or similar technologies. Our third-party partners, such as analytics and advertising partners, may use these technologies to collect information about your online activities over time and across different services.
1.4.5. Widget Information. Other websites may integrate Podium’s widgets (such as Podium Webchat). When you visit a site with a Podium widget embedded, we may receive certain information about you, including information about the web page you visited, your IP address, and other information about your device. Podium and the widget can recognize you across websites containing Podium’s widgets, and the widget may be used to show personalized content or advertising. We know when you interact with a widget, and websites containing the widgets may receive this information.
1.4.6. Text Information. We may facilitate text messages between you and your customers. In the process, we may receive information about these communications, such as the date and time of the SMS message, the parties’ phone numbers, and the content of any SMS messages.
1.4.7. User Feedback. We receive information about review and surveys and give our clients information about ratings and reviews.
1.4.8. Profile Information. Inferences drawn from any of the information above to create a profile about you that may reflect, for example, your preferences, characteristics, and behavior, including for account security purposes or to enhance our Services to you.
1.4.9. Information you provide to Third Parties. If you choose to link our Services to a third-party account, we may receive information about you, including your profile information, photo, and use of the third-party account. Additionally, we may receive information about you from third parties such as data or marketing partners and combine it with other information we have about you.
We also may use these technologies to collect information about your online activities over time and across third-party websites or other online services (behavioral tracking).
1.5. Methods for Automatic Data Collection. The technologies we use for automatic data collection may include:
1.5.1. Cookies (or browser cookies). A cookie is a small text file containing a string of alphanumeric characters placed on the hard drive of your computer. We may use both session cookies and persistent cookies. A session cookie disappears after you close your browser. A persistent cookie remains after you close your browser and may be used by your browser on subsequent visits to our Services. (Please review your web browser’s “Help” file to learn the proper way to modify your cookie settings. Please note that if you delete or choose not to accept cookies from the Service, you may not be able to utilize the features of the Services to their fullest potential.) You may refuse to accept browser cookies by activating the appropriate setting on your browser. However, if you select this setting you may be unable to access certain parts of our Services. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies when you direct your browser to our Services.
1.5.2 Flash Cookies. Certain features of our Services may use local stored objects (or Flash cookies) to collect and store information about your preferences and navigation to, from, and on our Services. Flash cookies are not managed by the same browser settings as are used for browser cookies. For information about managing your privacy and security settings for Flash cookies, see Choices About How We Use and Disclose Your Information.
1.5.3. Web Beacons. Our Services and our e-mails may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit us, for example, to count users who have visited those pages or opened an email and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity).
We may not always collect personal information automatically, but we may tie this information to personal information about you that provide to us or that we collect from other sources.
2.THIRD-PARTY USE OF COOKIES AND OTHER TRACKING TECHNOLOGIES
Some content or applications, including advertisements, on the Services are served by third-parties, including advertisers, ad networks and servers, content providers, and application providers. These third parties may use cookies alone or in conjunction with web beacons or other tracking technologies to collect information about you when you use our Services. The information they collect may be associated with your personal information or they may collect information, including personal information, about your online activities over time and across different websites and other online services. They may use this information to provide you with interest-based (behavioral) advertising or other targeted content.
We do not control these third parties' tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly. For information about how you can opt out of receiving targeted advertising from many providers, see Choices About How We Use and Disclose Your Information.
3.HOW WE USE YOUR INFORMATION
We use information that we collect about you or that you provide to us, including any personal information:
3.1. To present our Services and related content to you.
3.2. To personalize and improve your experience on our Services, such as presenting tailored content, speeding up your searched, recognizing when you return to our Services, and storing information about your preferences, allowing us to customize our Services according to your individual interests.
3.3. For marketing purposes, such as customizing and communicating informational or product offerings, promotions, and advertising materials that may be useful, relevant, valuable or otherwise of interest to you. We may also use it to estimate our audience size and usage patterns. If you do not want us to use your information in this way, please adjust your user preferences in your account profile or contact us as privacy@podium.com. For more information, see Choices About How We Use and Disclose Your Information. We may use the information we have collected from you to enable us to display advertisements to our advertisers' target audiences. Even though we do not disclose your personal information for these purposes without your consent, if you click on or otherwise interact with an advertisement, the advertiser may assume that you meet its target criteria.
3.4. To send you text messages and push notifications.
3.5. To provide, maintain, improve, and enhance our Services.
3.6. To provide you with information, products, or services that you request from us.
3.7. To facilitate transactions and payments.
3.8. To provide you with notices about your account or subscription, including expiration and renewal notices.
3.9. To carry out our obligations and enforce our rights arising from any contract(s) entered into between you and us, including for billing and collection.
3.10. To notify you about changes to our Services or any products or services we offer or provide though it.
3.11. To allow you to participate in interactive features on our Services.
3.12. To communicate with you, provide you with updates and other information that you request, respond to comments and questions, and otherwise provide customer support.
3.13. To market additional or new products or services to you.
3.14. To find and prevent fraud and respond to trust and safety issues that may arise.
3.15. To de-identify and aggregate information collected through the Services and use it for any lawful purpose.
3.16. For compliance purposes, including enforcing our Terms and Conditions or other legal rights, or as may be required by applicable laws and regulations or as requested by any judicial process or governmental agency
3.17. To fulfill any other purpose for which you provide it.
3.18. In any other way we may describe when you provide the information.
3.19. For any other purpose with your consent.
We may also maintain the information we collect or associate it with personal information we collect in other ways or receive from third parties.
We retain your personal information for as long as necessary to achieve the purpose of the collection unless we are required by law to keep it longer.
4. DISCLOSURE OF YOUR INFORMATION
4.1. Aggregate and Anonymous Information. We may disclose aggregated information about our users, and information that does not identify any individual, for any business purpose.
4.2. Personal Information. We may disclose personal information that we collect or you provide as described in this privacy policy:
4.2.1. Affiliates. We may share any information we receive with our subsidiaries, affiliates, and partners for any of the purposes described in this Privacy Policy.
4.2.2. Vendors and Service Providers. We may share any information we receive with vendors contractors, service providers, and other third parties retained in connection with the provision of our Services or who we use to support our business.
4.2.3. Third Party App Integrations. If you connect a third-party application to our Services, we may share information with that third party.
4.2.4 Advertising Partners. We work with third party advertising partners to show you ads that we think may interest you. These advertising partners may set and access their own cookies, pixel tags and similar technologies on our Services and they may otherwise collect or have access to information about you which they may collect over time and across different online services. Some of our advertising partners are members of the Network Advertising Initiative (http://optout.networkadvertising.org/?c=1#!/) or the Digital Advertising Alliance (http://optout.aboutads.info/?c=2&lang=EN). If you do not wish to receive personalized ads, please visit their opt-out pages to learn more about how you may opt out of receiving web-based personalized ads from member companies. You can access any settings offered by your mobile operating system to limit ad tracking or you can install the AppChoices mobile app to learn more about how you may opt out of personalized ads in mobile apps.
4.2.5. Analytics Partners. We use web analytics services such as Google Analytics to collect and process certain analytics data. These services may also collect information about your use of other websites, apps, and online resources. You can learn about Google’s practices by going to https://www.google.com/policies/privacy/partners/ and opt-out of them by downloading the Google Analytics opt-out browser add-on, available at https://tools.google.com/dlpage/gaoptout.
4.2.6. Social Networking Platforms and Other Online Services. Our Services allow you to, upon your direction, share information with social networking services, such as Facebook or Instagram. You understand and agree that the use of your information by any social networking websites will be governed by the privacy policies of these third-party platforms and your settings on that platform. We encourage you to review their privacy policies.
4.2.7. Marketing. We may disclose your information to nonaffiliated third parties for their direct marketing purposes as well as our direct marketing purposes. If you would like to opt out of such disclosures, please contact us at privacy@podium.com. To third parties to market their products or services to you if you have not opted out of these disclosures.
4.2.8. Other Users. Our Services enable you to, among other things, communicate with others. Your name, username, and other profile information may be viewable and searchable by other users. The content you post to the Services may be displayed on the Services and viewable by other users by default. We are not responsible for the other users’ use of available information, so you should carefully consider whether and what to post or how you identify yourself on the Services.
4.2.9. Sale, Acquisition, Merger or Other Asset Transfers. We may share information to a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Podium's assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by Podium about our users is among the assets transferred.
4.2.10. To Fulfill the Purpose for which You Provide. We may share information at your direction. For example, if you give us an email address or other contact information as a referral, we may use that email address to contact the referred party.
4.2.11. As Disclosed. We may share information for any other purpose disclosed by us when you provide the information.
4.2.12. With Consent. We may share information with your consent.
4.3. Other Possible Disclosures of Personal Information. We may also disclose your personal information:
4.3.1. As Required by Law and Similar Disclosures. In cooperation with governmental authorities and in our sole discretion, we may access, preserve, and disclose information about you if we believe it is necessary or appropriate to: (a) comply with law enforcement requests and legal process, such as in connection with a court order or subpoena; (b) respond to your requests; or (c) if we believe a disclosure of such information is necessary to protect your, our, or other’s property, rights, or safety. For the avoidance of doubt, the disclosure of information about you may occur if you post any objectionable content on or through the Services.
4.3.2. To enforce or apply our Terms and Conditions, Acceptable Use Policy, and other agreements, including, but not limited to, for billing and collection purposes.
4.3.3. If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of Podium, our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
5. CHOICES ABOUT HOW WE USE AND DISCLOSE YOUR INFORMATION
We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:
5.1. Communications with Other Users. The Services allow you to communicate with other users. Some of those communications are intended to be public, such as a review that is left on a third-party website. Other communications may be private or intended by you or another user to be private. We cannot always control the actions of other users with whom you communicate through our Services, so you must be aware that communications you intend to be private could be shared publicly by another user with whom you communicate. Furthermore, by communicating with other users, you acknowledge and agree that information you post or otherwise make public may be available to the public or other users.
5.2. Do Not Track. There is no accepted standard on how to respond to Do Not Track signals, and we do not respond to such signals.
5.3. Location Information. You can prevent your device from sharing precise location information at any time through your device’s operating system settings.
5.4. Podium Marketing Communications. You can unsubscribe from our promotional emails via the link provided in the emails or by sending us an email stating your request to privacy@podium.com. You can unsubscribe from our other promotional communications by replying “STOP” or by sending us an email stating your request to privacy@podium.com. Even if you out-out of receiving promotional messages from us, you will continue to receive administrative messages from us. For example, if we have sent you a promotional email, you may send us a return email asking to be omitted from future email distributions, but this opt out will not apply to information provided to Podium as a result of a product purchase, warranty registration, product service experience or other transactions.
5.5. Disclosure of Your Information for Third-Party Advertising. If you do not want us to share your personal information with unaffiliated or non-agent third parties for promotional purposes, you can opt-out by sending us an email with your request to privacy@podium.com.
5.6. Tracking Technologies and Advertising. You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being sent. To learn how you can manage your Flash cookie settings, visit the Flash player settings page on Adobe's website. If you disable or refuse cookies, please note that some parts of our Services may then be inaccessible or not function properly.
5.7. Targeted Advertising. If you do not want us to use information that we collect or that you provide to us to deliver advertisements according to our advertisers' target-audience preferences, you can opt-out by contacting us at privacy@podium.com.
If you choose not to provide us with information we collect, some features of our Services may not work as intended.
Our Services may contain links to other websites, products, or services that we do not own or operate. We are not responsible for the privacy practices of these third parties, and we do not control third parties’ collection or use of your information. Please be aware that this Privacy Policy does not apply to your activities on these third-party services or any information you disclose to these third parties. We encourage you to read their privacy policies before providing information to them. These third parties may provide you with ways to choose not to have your information collected or used in this way.
Furthermore, we do not control third parties' collection or use of your information to serve interest-based advertising. However, these third parties may provide you with ways to choose not to have your information collected or used in this way. You can opt out of receiving targeted ads from members of the Network Advertising Initiative (“NAI”) on the NAI's website.
California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.
Nevada residents who wish to exercise their sale opt-out rights under Nevada Revised Statutes Chapter 603A may submit a request to this designated address: privacy@podium.com 1650 W Digital Drive, Lehi, UT 84043.
6.INTERNATIONAL USERS
Our Services are hosted in the United States. If you choose to use the Services from other regions of the world with laws governing data collection and use that may differ from United States law (see below for specific information relating to Australian Users), then please note that you are transferring your personal information outside of those regions to the United States for storage and processing. Also, we may transfer your data from the United States to other countries or regions in connection with storage and processing of data, fulfilling your requests, and operating the Services. Your providing of information, including personal information, on or to the Services constitutes your consent to such transfer, storage, and processing.
7. AUSTRALIAN USERS
If you are an Australian user accessing or using Podium from Australia, the Privacy Act 1988 (Cth) and the Australian Privacy Principles contained in the Privacy Act 1988 (Cth) (“APP”) applies to personal information collected or held by Podium or its Affiliates with an “Australian link” (within the meaning of the Privacy Act). In addition, Podium is committed to complying with other applicable Commonwealth, State or Territory privacy and data protection laws and regulations.
8.CANADIAN USERS
If you are a Canadian user accessing or using Podium from Canada, the following terms apply in respect of your personal information:
You have the right to access and correct your personal information, Our Services may already provide you with functionalities to do this, but if these functionalities are not helpful, you can nevertheless exercise these rights. To do so, you can reach us at privacy@podium.com, or by mail at:
Podium
1650 W Digital Drive
Lehi, UT 84043
We will try to help you with your request free of charge. However, we may request that you pay a reasonable fee, such as if you request a transcript or a reproduction by mail. We will only do so if we are authorized by law, and if we notified you before and you’ve accepted the fees. To avoid any fraudulent request and protect your personal information, we may ask that you provide a proof of identity with your request. We will not use such personal information for any other purposes. We will respond to your request within thirty (30) days, unless agreed otherwise. If your request is denied, we will notify you in writing, and provide you with detailed motives and information on how to contest our decision.
The Office of the Privacy Commissioner of Canada drafted this FAQ to help you access your personal information when it is held by a business. You can also contact the Office of the Privacy Commissioner of Canada’s Information Centre:
Telephone
9:00 am to 4:00 pm EST
Toll-free: 1-800-282-1376
Mailing address
Office of the Privacy Commissioner
30 Victoria Street
Gatineau, Québec
K1A 1H3
You can also use this online form. If you have any issue with how we collect, use or disclose your personal information, or how we responded to your request, please let us know. We will do our best to improve our processes to make certain that it does not happen again. We will also provide you with additional information about our practices if you would like us to do so. If you are still not satisfied, you can lodge a complaint to the Office of the Privacy Commissioner of Canada using this online form, or to your local privacy regulators.
9. CHILDREN UNDER THE AGE OF 13
Our Website is not intended for children under 13 years of age. No one under age 13 may provide any information through or on the Services. We do not knowingly collect personal information from children under 13. If you are under 13, do not:
9.1. use or provide any information through or on our Services or through any of its features,
9.2. register on to use the Services,
9.3. make any purchases through the Services,
9.4. use any of the interactive or public comment features of the Services, or
9.5. provide any information about yourself to us, including your name, address, telephone number, email address, or any screen name or username you may use.
If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 13, please contact us at privacy@podium.com.
California residents under 16 years of age may have additional rights regarding the collection and sale of their personal information. Please see Your California Privacy Rights for more information.
10.ACCESSING AND CORRECTING YOUR INFORMATION
You can review and change your personal information by logging into the Services and visiting your account profile page.
You may also submit a request here or send us an email at privacy-requests@podium.com to request access to, correct, or delete any personal information that you have provided to us. If you have a user account with us, we cannot delete all of your personal information except by also deleting your user account. We may not accommodate a request to change or delete information if we believe the change or deletion would violate any law or legal requirement, cause Podium to violate its rights or legal obligations, or cause the information to be incorrect.
If you delete your User Contributions from the Services, copies of your User Contributions may remain viewable in cached and archived pages or might have been copied or stored by other Services users. Proper access and use of information provided through the Services, including User Contributions, is governed by our Terms and Conditions.
California residents may have additional personal information rights and choices. Please see Your California Privacy Rights for more information.
11.YOUR CALIFORNIA PRIVACY RIGHTS
If you are a California resident, California law may provide you with additional rights regarding our use of your personal information. If you are a California resident who has provided your personal information to us, you may tell us not to share certain categories of personal information with third parties for their direct marketing purposes. To make such a request, please submit a request here.
If you have registered with us, you may request that we delete your information in your account by contacting us. We will make commercially reasonable efforts to delete such information upon request. We may archive all or some of your information as we believe may be required by law or for legitimate business purposes.
California's “Shine the Light” law (Civil Code Section § 1798.83) permits users of our App that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an email to privacy@podium.com or write us at: 1650 W Digital Drive, Lehi, UT 84043.
12.DATA SECURITY
Podium values the security of your information. We have implemented reasonable security measures that are designed to protect the information we maintain.
The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain features of our Services, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. We urge you to be careful about giving out information when using certain aspect of the services such as the Webchat feature. The information you share in public areas may be viewed by other users of the Services.
Unfortunately, the transmission of information via the internet is not completely secure. As our Services are hosted electronically, we can make no guarantees as to the security or privacy of your information. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted through our Services. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.
13.CHANGES TO OUR PRIVACY POLICY
It is our policy to post any changes we make to our privacy policy on this page. If we make material changes to how we treat our users' personal information, we will notify you by email to the primary email address specified in your account. The date the privacy policy was last revised is identified at the top of the page. You are responsible for ensuring we have an up-to-date active and deliverable email address for you, and for periodically visiting our Services and this privacy policy to check for any changes.
14.CONTACT INFORMATION
You can update your account and profile information through your profile settings. If you have questions about your privacy on the Services or this Privacy Policy, please contact us at:
privacy@podium.com.
1650 W Digital Drive, Lehi, UT 84043
or via our toll-free number:
To register a complaint or concern, please refer to our dispute resolution instructions found in our Terms and Conditions.
Acceptable Use Policy
Effective November 8th 2023
DownloadTable of Contents
This Acceptable Use Policy (the “Policy”) sets out rules applicable to your use of the Podium Corporation, Inc. (“Podium”, “we”, “us” or “our”) Services and Podium Technology, including via our clients’ websites or platforms (the “Services”). The examples described in this Policy are not exhaustive.
This Policy should be read in conjunction with the Podium Terms of Service (“Podium Terms of Service”) (currently available at: https://legal.podium.com/#termsofservice-us) into which it is incorporated by reference. We may suspend, terminate, or take other interim action regarding your access to or use of the Services, if, in our sole judgment, we believe you, directly or indirectly, violated this Policy or authorize or help others to do so.
We may modify this Policy from time to time by posting a revised version on our Website. By using the Services, you agree to the latest version of this Policy. Any capitalized terms not defined in this Policy have the meaning set forth in the Podium Terms of Service.
General Policies/Requirements. We all expect that the messages and communications we want to send and receive will reach the intended recipient(s), unhindered by filtering or other blockers. An important step you can take to make that expectation a reality is to prevent unwanted communications by only sending messages and communications that comply with applicable laws and communications-industry guidelines/standards. To that end, all communications originating from your use of the Podium Services and Podium Technology (including but not limited to SMS, MMS, webchat, Voice, and similar messaging channels available through the Services) are subject to, and must comply with, the Podium Terms of Service, including this Policy, which sets out certain rules and/or prohibitions regarding: Consent (“opt-in”); Revocation of Consent (“opt-out”); Sender identification; Messaging Usage; Prohibited Content; Filtering Evasion; and Enforcement.
Consent Requirements
Standard Consent Requirements. Prior to sending the first message to an individual, you must obtain agreement from the message recipient to communicate with them - this is referred to as "consent." You must make clear to the individual they are agreeing to receive messages of the type you're going to send.
You need to keep a record of the consent, such as a copy of the document or form that the message recipient signed, or a timestamp of when the customer completed a sign-up flow or otherwise provided consent. This record of consent must be retained as set forth by local regulations or best practices after the end user opts out of receiving messages.
If you do not send an initial message to that individual within a reasonable period after receiving consent (or as set forth by local regulations or best practices), then you will need to reconfirm consent in the first message you send to that recipient.
The consent applies only to you, and to the specific use that the recipient has consented to. Consent can't be bought, sold, or exchanged. For example, you can't obtain the consent of message recipients by purchasing a phone list from another party. You also can't treat it as blanket consent allowing you to send messages from other brands or companies you may have, or additional messages about other uses for which you haven’t received consent.
Alternative Consent Requirements. While consent is always required and the consent requirements noted above are generally the safest path, there are two scenarios where consent can be received differently.
Contact initiated by an individual
If an individual sends a message to you, you may respond in an exchange with that individual. For example, if an individual texts your phone number asking for your hours of operation, you can respond directly to that individual, relaying your open hours. In such a case, the individual’s inbound message to you constitutes both consent and proof of consent. Remember that the consent is limited only to that particular conversation. Unless you obtain additional consent, don't send messages that are outside that conversation.
Informational content to an individual based on a prior relationship
You may send a message to an individual where you have a prior relationship, provided that individual provided their phone number to you, and has taken some action to trigger the potential communication, and has not opted out or otherwise expressed a preference to not receive messages from you.
Actions can include a button press, alert setup, appointments, or order placements. Examples of acceptable messages in these scenarios include appointment reminders, receipts, one-time passwords, order/shipping/reservation confirmations, drivers coordinating pick-up locations with riders, and repair persons confirming service call times. The message can't attempt to promote a product, convince someone to buy something, or advocate for a social cause.
Periodic Messages and Ongoing Consent.
If you intend to send messages to a recipient on an ongoing basis, you should confirm the recipient’s consent by offering them a clear reminder of how to unsubscribe from those messages using standard opt-out language (defined below). You must also respect the message recipient’s preferences in terms of frequency of contact. You also need to proactively ask individuals to reconfirm their consent as set forth by local regulations and best practices.
Identifying Yourself as the Sender
Every message you send must clearly identify you (the party that obtained the opt-in from the recipient) as the sender, except in follow-up messages of an ongoing conversation.
Opt-out
The initial message that you send to an individual needs to include the following language: “Reply END to unsubscribe,” or the equivalent using another standard opt-out keyword, such as STOP, STOPALL, UNSUBSCRIBE,, and QUIT.
Individuals must have the ability to revoke consent at any time by replying with a standard opt-out keyword. When an individual opts out, you may deliver one final message to confirm that the opt-out has been processed, but any subsequent messages are not allowed. An individual must once again provide consent before you can send any additional messages.
Prohibited Content. You agree that you will not use the Services, or encourage, promote, facilitate, or instruct others to use the Services, to send messages that contain, offer, promote, reference, or link to any information or content related to any of the following:
Solicitations or Advertising. Any messages, communication, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements or otherwise, that are unsolicited or for which you do not have the proper consent from the intended recipient. If you are a Customer of any Podium Client, this includes using the Services to send any such message, communication, or announcement to a Podium Client or any other person or entity.
Illegal, Harmful, or Fraudulent Activities. Any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations, or reputation, including but not limited to offering, promoting, disseminating, or facilitating:
child pornography, child sexual abuse material, or other sexually exploitative content; fraudulent goods, services, schemes, or promotions;
make-money-fast or “get-rich-quick” schemes (including work-from-home programs, risk investment opportunities, ponzi and pyramid schemes);
high-risk financial services (including payday loans, short-term high-interest loans, third-party auto or mortgage loans, student loans, or cryptocurrency);
third-party lead generation services (such as companies that buy, sell, or share consumer information);
debt collection or forgiveness services (including third-party debt collection, debt consolidation, debt reduction, or credit repair programs)
illegal or regulated substances (including, but not limited to, Cannabis, CBD, or offers for (or payment transactions relating to) Prescription Drugs that cannot be sold over-the-counter);
Gambling;
“SHAFT” use cases (Sex, Hate, Alcohol, Firearms, Tobacco, including vaping-related activities);
phishing or pharming.
Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
Offensive Content. Content that is harassing, defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, or otherwise effect a security breach, including viruses, Trojan horses, worms, time bombs, or cancelbots.
Evasive Content. Content that is designed to intentionally evade filters, detection, or monitoring (see below)
Prohibited Industries. If you are using Podium’s Payment Services, you may not use the services in conjunction with any activities identified as Prohibited Industries, as defined in Podium’s Payment Service Terms.
Message Abuse; Falsification of Identity or Origin. You will not send messages using spam bots or other similar systems, alter or obscure mail headers, provide false identification, or assume a sender’s identity without the sender’s explicit permission. You will also not create a false identity or attempt to mislead others as to the identity of the sender or the origin of any data or communications.
Evasion. You may not use the Services or Podium Technology to evade Podium’s (including our subcontractor’s) or a telecommunications provider’s unwanted messaging detection and prevention mechanisms. Examples of prohibited practices include:
Content designed to evade detection. As noted above, we do not allow content which has been specifically designed to evade detection by unwanted messaging detection and prevention mechanisms. This includes intentionally misspelled words or non-standard opt-out phrases which have been specifically created with the intent to evade these mechanisms.
Snowshoeing. We do not permit snowshoeing, which is defined as spreading similar or identical messages across many phone numbers with the intent or effect of evading unwanted messaging detection and prevention mechanisms.
Use of shared public URL shorteners. Where a web address (i.e., Uniform Resource Locator (URL)) shortener is used, you should not use links that have been shortened using shared public URL shorteners like Bitly or TinyURL. If you want to include shortened URLs in your messages, we recommend using a dedicated short domain.
Reverse Engineering and Related Restrictions. You will not (a) modify or create a derivative work of the Services or any portion thereof; (b) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to any Services, except to the extent expressly permitted by applicable law and then only upon advance notice to Podium; (c) break or circumvent any security measures or rate limits for the Services; or (d) remove or obscure any proprietary or other notices contained in the Services, including in any reports or output obtained from the Services.
Our Monitoring and Enforcement. We reserve the right, but do not assume the obligation, to monitor content on and sent through the Services and to investigate any violation of the Podium Terms of Service, including this Policy, or misuse of the Services. We may remove or disable access to any user, content, or resource that violates the Podium Terms of Service or this Policy or any other agreement we have with you for use of the Services. We may report any activity that we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Our reporting may include disclosing appropriate customer information. We may also cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of this Policy.
Reporting Violations. If you become aware of any violation of this Policy, you will immediately notify us and provide us with assistance, as requested, to stop or remedy the violation.
Effective October 19th 2023 to November 8th 2023
DownloadTable of Contents
This Acceptable Use Policy (the “Policy”) sets out rules applicable to your use of the Podium Corporation, Inc. (“Podium”, “we”, “us” or “our”) Services and Podium Technology, including via our clients’ websites or platforms (the “Services”). The examples described in this Policy are not exhaustive.
This Policy should be read in conjunction with the Podium Terms of Service (“Podium Terms of Service”) (currently available at: https://legal.podium.com/#termsofservice-us) into which it is incorporated by reference. We may suspend, terminate, or take other interim action regarding your access to or use of the Services, if, in our sole judgment, we believe you, directly or indirectly, violated this Policy or authorize or help others to do so.
We may modify this Policy from time to time by posting a revised version on our Website. By using the Services, you agree to the latest version of this Policy. Any capitalized terms not defined in this Policy have the meaning set forth in the Podium Terms of Service.
General Policies/Requirements. We all expect that the messages and communications we want to send and receive will reach the intended recipient(s), unhindered by filtering or other blockers. An important step you can take to make that expectation a reality is to prevent unwanted communications by only sending messages and communications that comply with applicable laws and communications-industry guidelines/standards. To that end, all communications originating from your use of the Podium Services and Podium Technology (including but not limited to SMS, MMS, webchat, Voice, and similar messaging channels available through the Services) are subject to, and must comply with, the Podium Terms of Service, including this Policy, which sets out certain rules and/or prohibitions regarding: Consent (“opt-in”); Revocation of Consent (“opt-out”); Sender identification; Messaging Usage; Prohibited Content; Filtering Evasion; and Enforcement.
Consent Requirements
Standard Consent Requirements. Prior to sending the first message to an individual, you must obtain agreement from the message recipient to communicate with them - this is referred to as "consent." You must make clear to the individual they are agreeing to receive messages of the type you're going to send.
You need to keep a record of the consent, such as a copy of the document or form that the message recipient signed, or a timestamp of when the customer completed a sign-up flow or otherwise provided consent. This record of consent must be retained as set forth by local regulations or best practices after the end user opts out of receiving messages.
If you do not send an initial message to that individual within a reasonable period after receiving consent (or as set forth by local regulations or best practices), then you will need to reconfirm consent in the first message you send to that recipient.
The consent applies only to you, and to the specific use that the recipient has consented to. Consent can't be bought, sold, or exchanged. For example, you can't obtain the consent of message recipients by purchasing a phone list from another party. You also can't treat it as blanket consent allowing you to send messages from other brands or companies you may have, or additional messages about other uses for which you haven’t received consent.
Alternative Consent Requirements. While consent is always required and the consent requirements noted above are generally the safest path, there are two scenarios where consent can be received differently.
Contact initiated by an individual
If an individual sends a message to you, you may respond in an exchange with that individual. For example, if an individual texts your phone number asking for your hours of operation, you can respond directly to that individual, relaying your open hours. In such a case, the individual’s inbound message to you constitutes both consent and proof of consent. Remember that the consent is limited only to that particular conversation. Unless you obtain additional consent, don't send messages that are outside that conversation.
Informational content to an individual based on a prior relationship
You may send a message to an individual where you have a prior relationship, provided that individual provided their phone number to you, and has taken some action to trigger the potential communication, and has not opted out or otherwise expressed a preference to not receive messages from you.
Actions can include a button press, alert setup, appointments, or order placements. Examples of acceptable messages in these scenarios include appointment reminders, receipts, one-time passwords, order/shipping/reservation confirmations, drivers coordinating pick-up locations with riders, and repair persons confirming service call times. The message can't attempt to promote a product, convince someone to buy something, or advocate for a social cause.
Periodic Messages and Ongoing Consent.
If you intend to send messages to a recipient on an ongoing basis, you should confirm the recipient’s consent by offering them a clear reminder of how to unsubscribe from those messages using standard opt-out language (defined below). You must also respect the message recipient’s preferences in terms of frequency of contact. You also need to proactively ask individuals to reconfirm their consent as set forth by local regulations and best practices.
Identifying Yourself as the Sender
Every message you send must clearly identify you (the party that obtained the opt-in from the recipient) as the sender, except in follow-up messages of an ongoing conversation.
Opt-out
The initial message that you send to an individual needs to include the following language: “Reply END to unsubscribe,” or the equivalent using another standard opt-out keyword, such as STOP, STOPALL, UNSUBSCRIBE,, and QUIT.
Individuals must have the ability to revoke consent at any time by replying with a standard opt-out keyword. When an individual opts out, you may deliver one final message to confirm that the opt-out has been processed, but any subsequent messages are not allowed. An individual must once again provide consent before you can send any additional messages.
Prohibited Content. You agree that you will not use the Services, or encourage, promote, facilitate, or instruct others to use the Services, to send messages that contain, offer, promote, reference, or link to any information or content related to any of the following:
Solicitations or Advertising. Any messages, communication, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements or otherwise, that are unsolicited or for which you do not have the proper consent from the intended recipient. If you are a Customer of any Podium Client, this includes using the Services to send any such message, communication, or announcement to a Podium Client or any other person or entity.
Illegal, Harmful, or Fraudulent Activities. Any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations, or reputation, including but not limited to offering, promoting, disseminating, or facilitating:
child pornography, child sexual abuse material, or other sexually exploitative content; fraudulent goods, services, schemes, or promotions;
make-money-fast or “get-rich-quick” schemes (including work-from-home programs, risk investment opportunities, ponzi and pyramid schemes);
high-risk financial services (including payday loans, short-term high-interest loans, third-party auto or mortgage loans, student loans, or cryptocurrency);
third-party lead generation services (such as companies that buy, sell, or share consumer information);
debt collection or forgiveness services (including third-party debt collection, debt consolidation, debt reduction, or credit repair programs)
illegal or regulated substances (including, but not limited to, Cannabis, CBD, or offers for (or payment transactions relating to) Prescription Drugs that cannot be sold over-the-counter);
Gambling;
“SHAFT” use cases (Sex, Hate, Alcohol, Firearms, Tobacco, including vaping-related activities);
phishing or pharming.
Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
Offensive Content. Content that is harassing, defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, or otherwise effect a security breach, including viruses, Trojan horses, worms, time bombs, or cancelbots.
Evasive Content. Content that is designed to intentionally evade filters, detection, or monitoring (see below)
Prohibited Industries. If you are using Podium’s Payment Services, you may not use the services in conjunction with any activities identified as Prohibited Industries, as defined in Podium’s Payment Service Terms.
Message Abuse; Falsification of Identity or Origin. You will not send messages using spam bots or other similar systems, alter or obscure mail headers, provide false identification, or assume a sender’s identity without the sender’s explicit permission. You will also not create a false identity or attempt to mislead others as to the identity of the sender or the origin of any data or communications.
Evasion. You may not use the Services or Podium Technology to evade Podium’s (including our subcontractor’s) or a telecommunications provider’s unwanted messaging detection and prevention mechanisms. Examples of prohibited practices include:
Content designed to evade detection. As noted above, we do not allow content which has been specifically designed to evade detection by unwanted messaging detection and prevention mechanisms. This includes intentionally misspelled words or non-standard opt-out phrases which have been specifically created with the intent to evade these mechanisms.
Snowshoeing. We do not permit snowshoeing, which is defined as spreading similar or identical messages across many phone numbers with the intent or effect of evading unwanted messaging detection and prevention mechanisms.
Use of shared public URL shorteners. Where a web address (i.e., Uniform Resource Locator (URL)) shortener is used, you should not use links that have been shortened using shared public URL shorteners like Bitly or TinyURL. If you want to include shortened URLs in your messages, we recommend using a dedicated short domain.
Reverse Engineering and Related Restrictions. You will not (a) modify or create a derivative work of the Services or any portion thereof; (b) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to any Services, except to the extent expressly permitted by applicable law and then only upon advance notice to Podium; (c) break or circumvent any security measures or rate limits for the Services; or (d) remove or obscure any proprietary or other notices contained in the Services, including in any reports or output obtained from the Services.
Our Monitoring and Enforcement. We reserve the right, but do not assume the obligation, to monitor content on and sent through the Services and to investigate any violation of the Podium Terms of Service, including this Policy, or misuse of the Services. We may remove or disable access to any user, content, or resource that violates the Podium Terms of Service or this Policy or any other agreement we have with you for use of the Services. We may report any activity that we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Our reporting may include disclosing appropriate customer information. We may also cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of this Policy.
Reporting Violations. If you become aware of any violation of this Policy, you will immediately notify us and provide us with assistance, as requested, to stop or remedy the violation.
Effective October 19th 2022 to October 19th 2023
DownloadTable of Contents
This Acceptable Use Policy (the “Policy”) sets out rules applicable to your use of the Podium Corporation, Inc. (“Podium”, “we”, “us” or “our”) Services and Podium Technology, including via our clients’ websites or platforms (the “Services”). The examples described in this Policy are not exhaustive.
This Policy should be read in conjunction with the Podium Terms of Service (“Podium Terms of Service”) (currently available at: https://legal.podium.com/#termsofservice-us) into which it is incorporated by reference. We may suspend, terminate, or take other interim action regarding your access to or use of the Services, if, in our sole judgment, we believe you, directly or indirectly, violated this Policy or authorize or help others to do so.
We may modify this Policy from time to time by posting a revised version on our Website. By using the Services, you agree to the latest version of this Policy. Any capitalized terms not defined in this Policy have the meaning set forth in the Podium Terms of Service.
General Policies/Requirements. We all expect that the messages and communications we want to send and receive will reach the intended recipient(s), unhindered by filtering or other blockers. An important step you can take to make that expectation a reality is to prevent unwanted communications by only sending messages and communications that comply with applicable laws and communications-industry guidelines/standards. To that end, all communications originating from your use of the Podium Services and Podium Technology (including but not limited to SMS, MMS, webchat, Voice, and similar messaging channels available through the Services) are subject to, and must comply with, the Podium Terms of Service, including this Policy, which sets out certain rules and/or prohibitions regarding: Consent (“opt-in”); Revocation of Consent (“opt-out”); Sender identification; Messaging Usage; Prohibited Content; Filtering Evasion; and Enforcement.
Consent Requirements
Standard Consent Requirements. Prior to sending the first message to an individual, you must obtain agreement from the message recipient to communicate with them - this is referred to as "consent." You must make clear to the individual they are agreeing to receive messages of the type you're going to send.
You need to keep a record of the consent, such as a copy of the document or form that the message recipient signed, or a timestamp of when the customer completed a sign-up flow or otherwise provided consent. This record of consent must be retained as set forth by local regulations or best practices after the end user opts out of receiving messages.
If you do not send an initial message to that individual within a reasonable period after receiving consent (or as set forth by local regulations or best practices), then you will need to reconfirm consent in the first message you send to that recipient.
The consent applies only to you, and to the specific use that the recipient has consented to. Consent can't be bought, sold, or exchanged. For example, you can't obtain the consent of message recipients by purchasing a phone list from another party. You also can't treat it as blanket consent allowing you to send messages from other brands or companies you may have, or additional messages about other uses for which you haven’t received consent.
Alternative Consent Requirements. While consent is always required and the consent requirements noted above are generally the safest path, there are two scenarios where consent can be received differently.
Contact initiated by an individual
If an individual sends a message to you, you may respond in an exchange with that individual. For example, if an individual texts your phone number asking for your hours of operation, you can respond directly to that individual, relaying your open hours. In such a case, the individual’s inbound message to you constitutes both consent and proof of consent. Remember that the consent is limited only to that particular conversation. Unless you obtain additional consent, don't send messages that are outside that conversation.
Informational content to an individual based on a prior relationship
You may send a message to an individual where you have a prior relationship, provided that individual provided their phone number to you, and has taken some action to trigger the potential communication, and has not opted out or otherwise expressed a preference to not receive messages from you.
Actions can include a button press, alert setup, appointments, or order placements. Examples of acceptable messages in these scenarios include appointment reminders, receipts, one-time passwords, order/shipping/reservation confirmations, drivers coordinating pick-up locations with riders, and repair persons confirming service call times. The message can't attempt to promote a product, convince someone to buy something, or advocate for a social cause.
Periodic Messages and Ongoing Consent.
If you intend to send messages to a recipient on an ongoing basis, you should confirm the recipient’s consent by offering them a clear reminder of how to unsubscribe from those messages using standard opt-out language (defined below). You must also respect the message recipient’s preferences in terms of frequency of contact. You also need to proactively ask individuals to reconfirm their consent as set forth by local regulations and best practices.
Identifying Yourself as the Sender
Every message you send must clearly identify you (the party that obtained the opt-in from the recipient) as the sender, except in follow-up messages of an ongoing conversation.
Opt-out
The initial message that you send to an individual needs to include the following language: “Reply END to unsubscribe,” or the equivalent using another standard opt-out keyword, such as STOP, STOPALL, UNSUBSCRIBE,, and QUIT.
Individuals must have the ability to revoke consent at any time by replying with a standard opt-out keyword. When an individual opts out, you may deliver one final message to confirm that the opt-out has been processed, but any subsequent messages are not allowed. An individual must once again provide consent before you can send any additional messages.
Prohibited Content. You agree that you will not use the Services, or encourage, promote, facilitate, or instruct others to use the Services, to send messages that contain, offer, promote, reference, or link to any information or content related to any of the following:
Solicitations or Advertising. Any messages, communication, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements or otherwise, that are unsolicited or for which you do not have the proper consent from the intended recipient. If you are a Customer of any Podium Client, this includes using the Services to send any such message, communication, or announcement to a Podium Client or any other person or entity.
Illegal, Harmful, or Fraudulent Activities. Any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations, or reputation, including but not limited to offering, promoting, disseminating, or facilitating:
child pornography, child sexual abuse material, or other sexually exploitative content; fraudulent goods, services, schemes, or promotions;
make-money-fast or “get-rich-quick” schemes (including work-from-home programs, risk investment opportunities, ponzi and pyramid schemes);
high-risk financial services (including payday loans, short-term high-interest loans, third-party auto or mortgage loans, student loans, or cryptocurrency);
third-party lead generation services (such as companies that buy, sell, or share consumer information);
debt collection or forgiveness services (including third-party debt collection, debt consolidation, debt reduction, or credit repair programs)
illegal or regulated substances (including, but not limited to, Cannabis, CBD, or offers for (or payment transactions relating to) Prescription Drugs that cannot be sold over-the-counter);
Gambling;
“SHAFT” use cases (Sex, Hate, Alcohol, Firearms, Tobacco, including vaping-related activities);
phishing or pharming.
Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
Offensive Content. Content that is harassing, defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, or otherwise effect a security breach, including viruses, Trojan horses, worms, time bombs, or cancelbots.
Evasive Content. Content that is designed to intentionally evade filters, detection, or monitoring (see below)
Prohibited Industries. If you are using Podium’s Payment Services, you may not use the services in conjunction with any activities identified as Prohibited Industries, as defined in Podium’s Payment Service Terms.
Message Abuse; Falsification of Identity or Origin. You will not send messages using spam bots or other similar systems, alter or obscure mail headers, provide false identification, or assume a sender’s identity without the sender’s explicit permission. You will also not create a false identity or attempt to mislead others as to the identity of the sender or the origin of any data or communications.
Evasion. You may not use the Services or Podium Technology to evade Podium’s (including our subcontractor’s) or a telecommunications provider’s unwanted messaging detection and prevention mechanisms. Examples of prohibited practices include:
Content designed to evade detection. As noted above, we do not allow content which has been specifically designed to evade detection by unwanted messaging detection and prevention mechanisms. This includes intentionally misspelled words or non-standard opt-out phrases which have been specifically created with the intent to evade these mechanisms.
Snowshoeing. We do not permit snowshoeing, which is defined as spreading similar or identical messages across many phone numbers with the intent or effect of evading unwanted messaging detection and prevention mechanisms.
Use of shared public URL shorteners. Where a web address (i.e., Uniform Resource Locator (URL)) shortener is used, you should not use links that have been shortened using shared public URL shorteners like Bitly or TinyURL. If you want to include shortened URLs in your messages, we recommend using a dedicated short domain.
Reverse Engineering and Related Restrictions. You will not (a) modify or create a derivative work of the Services or any portion thereof; (b) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to any Services, except to the extent expressly permitted by applicable law and then only upon advance notice to Podium; (c) break or circumvent any security measures or rate limits for the Services; or (d) remove or obscure any proprietary or other notices contained in the Services, including in any reports or output obtained from the Services.
Our Monitoring and Enforcement. We reserve the right, but do not assume the obligation, to monitor content on and sent through the Services and to investigate any violation of the Podium Terms of Service, including this Policy, or misuse of the Services. We may remove or disable access to any user, content, or resource that violates the Podium Terms of Service or this Policy or any other agreement we have with you for use of the Services. We may report any activity that we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Our reporting may include disclosing appropriate customer information. We may also cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of this Policy.
Reporting Violations. If you become aware of any violation of this Policy, you will immediately notify us and provide us with assistance, as requested, to stop or remedy the violation.
Effective August 15th 2022 to October 19th 2022
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This Acceptable Use Policy (the “Policy”) sets out rules applicable to your use of the Podium Corporation, Inc. (“Podium”, “we”, “us” or “our”) Services and Podium Technology, including via our clients’ websites or platforms (the “Services”). The examples described in this Policy are not exhaustive.
This Policy should be read in conjunction with the Podium Terms of Service (“Podium Terms of Service”) (currently available at: https://legal.podium.com/#termsofservice-us) into which it is incorporated by reference. We may suspend, terminate, or take other interim action regarding your access to or use of the Services, if, in our sole judgment, we believe you, directly or indirectly, violated this Policy or authorize or help others to do so.
We may modify this Policy from time to time by posting a revised version on our Website. By using the Services, you agree to the latest version of this Policy. Any capitalized terms not defined in this Policy have the meaning set forth in the Podium Terms of Service.
General Policies/Requirements. We all expect that the messages and communications we want to send and receive will reach the intended recipient(s), unhindered by filtering or other blockers. An important step you can take to make that expectation a reality is to prevent unwanted communications by only sending messages and communications that comply with applicable laws and communications-industry guidelines/standards. To that end, all communications originating from your use of the Podium Services and Podium Technology (including but not limited to SMS, MMS, webchat, Voice, and similar messaging channels available through the Services) are subject to, and must comply with, the Podium Terms of Service, including this Policy, which sets out certain rules and/or prohibitions regarding: Consent (“opt-in”); Revocation of Consent (“opt-out”); Sender identification; Messaging Usage; Prohibited Content; Filtering Evasion; and Enforcement.
Consent Requirements
Standard Consent Requirements. Prior to sending the first message to an individual, you must obtain agreement from the message recipient to communicate with them - this is referred to as "cons ent." You must make clear to the individual they are agreeing to receive messages of the type you're going to send.
You need to keep a record of the consent, such as a copy of the document or form that the message recipient signed, or a timestamp of when the customer completed a sign-up flow or otherwise provided consent. This record of consent must be retained as set forth by local regulations or best practices after the end user opts out of receiving messages.
If you do not send an initial message to that individual within a reasonable period after receiving consent (or as set forth by local regulations or best practices), then you will need to reconfirm consent in the first message you send to that recipient.
The consent applies only to you, and to the specific use that the recipient has consented to. Consent can't be bought, sold, or exchanged. For example, you can't obtain the consent of message recipients by purchasing a phone list from another party. You also can't treat it as blanket consent allowing you to send messages from other brands or companies you may have, or additional messages about other uses for which you haven’t received consent.
Alternative Consent Requirements. While consent is always required and the consent requirements noted above are generally the safest path, there are two scenarios where consent can be received differently.
Contact initiated by an individual
If an individual sends a message to you, you may respond in an exchange with that individual. For example, if an individual texts your phone number asking for your hours of operation, you can respond directly to that individual, relaying your open hours. In such a case, the individual’s inbound message to you constitutes both consent and proof of consent. Remember that the consent is limited only to that particular conversation. Unless you obtain additional consent, don't send messages that are outside that conversation.
Informational content to an individual based on a prior relationship
You may send a message to an individual where you have a prior relationship, provided that individual provided their phone number to you, and has taken some action to trigger the potential communication, and has not opted out or otherwise expressed a preference to not receive messages from you.
Actions can include a button press, alert setup, appointments, or order placements. Examples of acceptable messages in these scenarios include appointment reminders, receipts, one-time passwords, order/shipping/reservation confirmations, drivers coordinating pick-up locations with riders, and repair persons confirming service call times. The message can't attempt to promote a product, convince someone to buy something, or advocate for a social cause.
Periodic Messages and Ongoing Consent.
If you intend to send messages to a recipient on an ongoing basis, you should confirm the recipient’s consent by offering them a clear reminder of how to unsubscribe from those messages using standard opt-out language (defined below). You must also respect the message recipient’s preferences in terms of frequency of contact. You also need to proactively ask individuals to reconfirm their consent as set forth by local regulations and best practices.
Identifying Yourself as the Sender
Every message you send must clearly identify you (the party that obtained the opt-in from the recipient) as the sender, except in follow-up messages of an ongoing conversation.
Opt-out
The initial message that you send to an individual needs to include the following language: “Reply END to unsubscribe,” or the equivalent using another standard opt-out keyword, such as STOP, STOPALL, UNSUBSCRIBE,, and QUIT.
Individuals must have the ability to revoke consent at any time by replying with a standard opt-out keyword. When an individual opts out, you may deliver one final message to confirm that the opt-out has been processed, but any subsequent messages are not allowed. An individual must once again provide consent before you can send any additional messages.
Prohibited Content. You agree that you will not use the Services, or encourage, promote, facilitate, or instruct others to use the Services, to send messages that contain, offer, promote, reference, or link to any information or content related to any of the following:
Solicitations or Advertising. Any messages, communication, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements or otherwise, that are unsolicited or for which you do not have the proper consent from the intended recipient. If you are a Customer of any Podium Client, this includes using the Services to send any such message, communication, or announcement to a Podium Client or any other person or entity.
Illegal, Harmful, or Fraudulent Activities. Any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations, or reputation, including but not limited to offering, promoting, disseminating, or facilitating:
child pornography, child sexual abuse material, or other sexually exploitative content; fraudulent goods, services, schemes, or promotions;
make-money-fast or “get-rich-quick” schemes (including work-from-home programs, risk investment opportunities, ponzi and pyramid schemes);
high-risk financial services (including payday loans, short-term high-interest loans, third-party auto or mortgage loans, student loans, or cryptocurrency);
third-party lead generation services (such as companies that buy, sell, or share consumer information);
debt collection or forgiveness services (including third-party debt collection, debt consolidation, debt reduction, or credit repair programs)
illegal or regulated substances (including, but not limited to, Cannabis, CBD, or offers for (or payment transactions relating to) Prescription Drugs that cannot be sold over-the-counter);
Gambling;
“SHAFT” use cases (Sex, Hate, Alcohol, Firearms, Tobacco, including vaping-related activities);
phishing or pharming.
Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
Offensive Content. Content that is harassing, defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, or otherwise effect a security breach, including viruses, Trojan horses, worms, time bombs, or cancelbots.
Evasive Content. Content that is designed to intentionally evade filters, detection, or monitoring (see below)
Prohibited Industries. If you are using Podium’s Payment Services, you may not use the services in conjunction with any activities identified as Prohibited Industries, as defined in Podium’s Payment Service Terms.
Message Abuse; Falsification of Identity or Origin. You will not send messages using spam bots or other similar systems, alter or obscure mail headers, provide false identification, or assume a sender’s identity without the sender’s explicit permission. You will also not create a false identity or attempt to mislead others as to the identity of the sender or the origin of any data or communications.
Evasion. You may not use the Services or Podium Technology to evade Podium’s (including our subcontractor’s) or a telecommunications provider’s unwanted messaging detection and prevention mechanisms. Examples of prohibited practices include:
Content designed to evade detection. As noted above, we do not allow content which has been specifically designed to evade detection by unwanted messaging detection and prevention mechanisms. This includes intentionally misspelled words or non-standard opt-out phrases which have been specifically created with the intent to evade these mechanisms.
Snowshoeing. We do not permit snowshoeing, which is defined as spreading similar or identical messages across many phone numbers with the intent or effect of evading unwanted messaging detection and prevention mechanisms.
Use of shared public URL shorteners. Where a web address (i.e., Uniform Resource Locator (URL)) shortener is used, you should not use links that have been shortened using shared public URL shorteners like Bitly or TinyURL. If you want to include shortened URLs in your messages, we recommend using a dedicated short domain.
Reverse Engineering and Related Restrictions. You will not (a) modify or create a derivative work of the Services or any portion thereof; (b) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to any Services, except to the extent expressly permitted by applicable law and then only upon advance notice to Podium; (c) break or circumvent any security measures or rate limits for the Services; or (d) remove or obscure any proprietary or other notices contained in the Services, including in any reports or output obtained from the Services.
Our Monitoring and Enforcement. We reserve the right, but do not assume the obligation, to monitor content on and sent through the Services and to investigate any violation of the Podium Terms of Service, including this Policy, or misuse of the Services. We may remove or disable access to any user, content, or resource that violates the Podium Terms of Service or this Policy or any other agreement we have with you for use of the Services. We may report any activity that we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Our reporting may include disclosing appropriate customer information. We may also cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of this Policy.
Reporting Violations. If you become aware of any violation of this Policy, you will immediately notify us and provide us with assistance, as requested, to stop or remedy the violation.
Effective April 14th 2022 to August 15th 2022
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- Solicitations or Advertising. Any messages, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements or otherwise, that are unsolicited or for which you do not have the proper consent from the intended recipient. If you are a Customer of any Podium Client, this includes using the Services to send any such message, communication, or announcement to a Podium Client or any other person or entity.
- Illegal, Harmful or Fraudulent Activities. Any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations or reputation, including but not limited to offering, promoting, disseminating, or facilitating:
- child pornography, child sexual abuse material, or other sexually exploitative content;
- fraudulent goods, services, schemes, or promotions;
- make-money-fast or “get-rich-quick” schemes (including work-from-home programs, risk investment opportunities, ponzi and pyramid schemes);
- high-risk financial services (including payday loans, short term high-interest loans, third-party auto or mortgage loans, student loans, or cryptocurrency);
- third-party lead generation services (such as companies that buy, sell, or share consumer information);
- debt collection or forgiveness services (including third-party debt collection, debt consolidation, debt reduction, or credit repair programs)
- illegal or regulated substances (including, but not limited to, Cannabis, CBD, Prescription Drugs);
- Gambling;
- “SHAFT” use cases (Sex, Hate, Alcohol, Firearms, Tobacco, including vaping-related activities);
- phishing or pharming.
- Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
- Offensive Content. Content that is harassing, defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
- Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, or otherwise effect a security breach, including viruses, Trojan horses, worms, time bombs, or cancelbots.
- Prohibited Industries. If you are using Podium’s Payment Services, you may not use the services in conjunction with any activities identified as Prohibited Industries, as defined in Podium’s Payment Service Terms.
Effective March 29th 2022 to April 14th 2022
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- Solicitations or Advertising. Any messages, promotions, advertising, or solicitations (like “spam”), including commercial advertising and informational announcements or otherwise, that are unsolicited or for which you do not have the proper consent from the intended recipient. If you are a Customer of any Podium Client, this includes using the Services to send any such message, communication, or announcement to a Podium Client or any other person or entity.
- Illegal, Harmful or Fraudulent Activities. Any activities that are illegal, that violate the rights of others, or that may be harmful to others, our operations or reputation, including but not limited to offering, promoting, disseminating, or facilitating:
- child pornography, child sexual abuse material, or other sexually exploitative content;
- fraudulent goods, services, schemes, or promotions;
- make-money-fast or “get-rich-quick” schemes (including work-from-home programs, risk investment opportunities, ponzi and pyramid schemes);
- high-risk financial services (including payday loans, short term high-interest loans, third-party auto or mortgage loans, student loans, or cryptocurrency);
- third-party lead generation services (such as companies that buy, sell, or share consumer information);
- debt collection or forgiveness services (including third-party debt collection, debt consolidation, debt reduction, or credit repair programs)
- illegal or regulated substances (including, but not limited to, Cannabis, CBD, Prescription Drugs);
- Gambling;
- “SHAFT” use cases (Sex, Hate, Alcohol, Firearms, Tobacco, including vaping-related activities);
- phishing or pharming.
- Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
- Offensive Content. Content that is harassing, defamatory, obscene, abusive, invasive of privacy, or otherwise objectionable.
- Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, or otherwise effect a security breach, including viruses, Trojan horses, worms, time bombs, or cancelbots.
- Prohibited Industries. If you are using Podium’s Payment Services, you may not use the services in conjunction with any activities identified as Prohibited Industries, as defined in Podium’s Payment Service Terms.
Payments Service Terms
Effective March 31st 2025
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- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective November 18th 2024 to March 31st 2025
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- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective October 19th 2023 to November 18th 2024
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective August 4th 2023 to October 19th 2023
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective May 13th 2023 to August 4th 2023
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective July 12th 2022 to May 13th 2023
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective May 17th 2022 to July 12th 2022
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective April 26th 2022 to May 17th 2022
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Effective April 26th 2022 to April 26th 2022
DownloadTable of Contents
- DEFINITIONS.
- PAYMENT PROCESSING SERVICES
- DATA USE.
- CLIENT OBLIGATIONS.
- REQUIREMENTS, LIMITATIONS AND RESTRICTIONS
- FEES, SETTLEMENT & PAYOUT SCHEDULE
- SUSPENSION & TERMINATION
- LIMITATIONS ON PODIUM’S LIABILITY
- ADDITIONAL SERVICES
Fraud Protection Service Terms
Effective May 17th 2022
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Podium Premium Fraud Protection Service Terms
By using or accessing Podium’s Payments Premium Fraud Protection Service, or by signing or clicking accept to any Subscription Documentation referencing these terms, you agree to be bound by the following terms and conditions (the “Premium Fraud Protection Service Terms”).
These Premium Fraud Protection Service Terms incorporate by this reference the Podium Terms of Service and the Podium Payments Service Terms as may be updated from time to time, which, among other terms, contains provisions governing the resolution of claims (see “Disclaimers”, “Limitations of Liability”, “Dispute Resolution”, “General”). In the event of any conflict or inconsistency between these Payments Fraud Protection Service Terms and the Podium Terms of Service or Podium Payments Service Terms, these Fraud Protection Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service or the Podium Payments Service Terms. For the avoidance of doubt, all references to the “Agreement” will include these Premium Fraud Protection Service Terms.
- DEFINITIONS.
- Premium Fraud Protection Services. If you subscribe to the Premium Fraud Protection Services, Podium’s Payment Service Provider will review all Orders placed through the Payments Service and you will be provided with an approve or decline recommendation. Where you have been provided an approval notice and you have fulfilled the Order and such Order is subject to a chargeback pursuant to the defined reason codes set out below (“Reason Codes”), Podium will provide the Premium Fraud Protection Guarantee (as defined below). For the avoidance of doubt, if you subscribe to the Premium Fraud Protection Service you must submit all Orders placed through the Payments Service for review. Any Orders not submitted through the Payments Service under an active and valid Premium Fraud Protection Services subscription are not subject to the Premium Fraud Protection Guarantee. The Premium Fraud Protection Service is available only to Clients in the Premium Fraud Protection Territory.
- Premium Fraud Protection Guarantee - Generally. Your sole and exclusive remedy for an Order covered by the Premium Fraud Protection Service will be the payment by Podium of liquidated damages in an amount of the Premium Fraud Protection Guarantee. The Premium Fraud Protection Guarantee amount (i) will be the lower of: (a) the original Order value and (b) the amount stated in the original chargeback notice submitted for review under the Premium Fraud Protection Services (e.g., to reflect any changes in the order value after it was approved by Podium), (ii) will exclude the fees charged for review of such Order and (iii) will be reduced by any amounts recovered by you for such Order and (iv) will exclude any fees incurred by you in relation to such chargeback (e.g., from the payment processor) (the “Premium Fraud Protection Guarantee”).
- Crediting Process. If applicable, Podium will provide reimbursement for amounts owed to you pursuant to the Premium Fraud Protection Guarantee on a monthly basis, as a credit to your account (e.g., chargeback amounts for March would be set off from the payment owed by you to Podium in the April invoice). Following termination or expiration of your applicable Subscription Documentation, Podium shall provide reimbursement via wire transfer in the event the reimbursement amount exceeds the fees owed by you to Podium.
- Required Documentation. If requested by Podium, you must submit the following documents for an Order to be covered by the Premium Fraud Protection Guarantee:
- A copy of the original chargeback notification, which must include the following: (i) a chargeback reason or reason code, (ii) the original order date and order amount, (iii) for orders in which the Customer used a credit card to place the order, the notice must include the first six (6) and last four (4) digits of the credit card, and (iv) if the order was placed using an alternative payment method (e.g. PayPal) the notice must include the customer’s name and customer email.
- For orders of tangible goods, you will, if and where available, provide Podium with a proof of delivery in one of two formats: a copy of the shipping form (as provided by the shipping company) containing the delivery address, reroute information, date of delivery and the parcel delivery status; or a valid tracking number from a shipping company.
- Any other documents that Podium or the Payment Service Provider reasonably requires
- Excluded Orders. The following orders are not covered by the Premium Fraud Protection Guarantee.
- Not Approved. The order did not result in Payment Service Provider providing an approval notice.
- Not Fraud Related. The chargeback reason is other than a reason code set out herein.
- Chargeback Notice / Order Mismatch. The information in the chargeback notice does not match the information in the original order.
- Delivery. Tangible goods delivered to an address other than the shipping address set out in the original order.
- Late Submission of Chargeback. The chargeback was submitted to Podium for reimbursement more than three (3) days after the chargeback notice issuance date or if the date of the chargeback notice is before the order shipping date.
- Eligibility Period. The Premium Fraud Protection Guarantee shall be valid for a period of six (6) months from the date of the approval notice.
- Disputing Party. Orders for which Client does not make Payment Service Provider the first and primary point of contact for disputing the chargeback through Client’s payment gateway and/or bank.
- Reclamation of Goods by Client. Order for which Client is successful in reclaiming the goods. In such case, the Premium Fraud Protection Guarantee amount will be limited to the order shipping costs.
- Failure to Provide Notice. Podium reserves the right to decline to reimburse for chargebacks if Client fails to timely comply with its notice obligations or any other terms herein.
- Prohibited Businesses. Orders related to a Prohibited Business.
- Order Review. You may, in your sole discretion, approve or reject an Order. Podium may choose not to review a Submitted Order if (i) the Order was already fulfilled by you; (ii) more than one (1) week has passed since the Order was created; (iii) the Client Data or a portion thereof does not meet the standards set by the Payment Service Provider; (iv) the Order contains data related to Prohibited Industries; or (v) the Order does not include a physical product or is an order for services.
- Reason Codes. Payment Service Provider covers any and all chargebacks that are of card-not-present “unauthorized credit card use”. The below Reason Codes will be deemed to be automatically updated, without amendment hereto, to reflect changes made by the credit card networks and will automatically apply to the Premium Fraud Protection Service as of the date of such change.
- 10.1: EMV Liability Shift Counterfeit Fraud (Online Only)
- 10.4: Other Fraud – Card Absent Environment
- 4837/37: Fraud Transaction No Cardholder Authorization
- 4840/40: Fraudulent Processing of Transactions
- 4863/63: Cardholder Does Not Recognize Potential Fraud
- FR2: Fraudulent Transaction
- F29: Fraudulent Transaction – Card-Not-Present
- UA02: Fraud Card-Not-Present Transaction
- AA: Transaction Does Not Recognize
- 7030: Unauthorized purchase
Effective April 27th 2022 to May 17th 2022
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Podium Premium Fraud Protection Service Terms
By using or accessing Podium’s Payments Premium Fraud Protection Service, or by signing or clicking accept to any Subscription Documentation referencing these terms, you agree to be bound by the following terms and conditions (the “Premium Fraud Protection Service Terms”).
These Premium Fraud Protection Service Terms incorporate by this reference the Podium Terms of Service and the Podium Payments Service Terms as may be updated from time to time, which, among other terms, contains provisions governing the resolution of claims (see “Disclaimers”, “Limitations of Liability”, “Dispute Resolution”, “General”). In the event of any conflict or inconsistency between these Payments Fraud Protection Service Terms and the Podium Terms of Service or Podium Payments Service Terms, these Fraud Protection Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service or the Podium Payments Service Terms. For the avoidance of doubt, all references to the “Agreement” will include these Premium Fraud Protection Service Terms.
- DEFINITIONS.
- Premium Fraud Protection Services. If you subscribe to the Premium Fraud Protection Services, Podium’s Payment Service Provider will review all Orders placed through the Payments Service and you will be provided with an approve or decline recommendation. Where you have been provided an approval notice and you have fulfilled the Order and such Order is subject to a chargeback pursuant to the defined reason codes set out below (“Reason Codes”), Podium will provide the Premium Fraud Protection Guarantee (as defined below). For the avoidance of doubt, if you subscribe to the Premium Fraud Protection Service you must submit all Orders placed through the Payments Service for review. Any Orders not submitted through the Payments Service under an active and valid Premium Fraud Protection Services subscription are not subject to the Premium Fraud Protection Guarantee. The Premium Fraud Protection Service is available only to Clients in the Premium Fraud Protection Territory.
- Premium Fraud Protection Guarantee - Generally. Your sole and exclusive remedy for an Order covered by the Premium Fraud Protection Service will be the payment by Podium of liquidated damages in an amount of the Premium Fraud Protection Guarantee. The Premium Fraud Protection Guarantee amount (i) will be the lower of: (a) the original Order value and (b) the amount stated in the original chargeback notice submitted for review under the Premium Fraud Protection Services (e.g., to reflect any changes in the order value after it was approved by Podium), (ii) will exclude the fees charged for review of such Order and (iii) will be reduced by any amounts recovered by you for such Order and (iv) will exclude any fees incurred by you in relation to such chargeback (e.g., from the payment processor) (the “Premium Fraud Protection Guarantee”).
- Crediting Process. If applicable, Podium will provide reimbursement for amounts owed to you pursuant to the Premium Fraud Protection Guarantee on a monthly basis, as a credit to your account (e.g., chargeback amounts for March would be set off from the payment owed by you to Podium in the April invoice). Following termination or expiration of your applicable Subscription Documentation, Podium shall provide reimbursement via wire transfer in the event the reimbursement amount exceeds the fees owed by you to Podium.
- Required Documentation. If requested by Podium, you must submit the following documents for an Order to be covered by the Premium Fraud Protection Guarantee:
- A copy of the original chargeback notification, which must include the following: (i) a chargeback reason or reason code, (ii) the original order date and order amount, (iii) for orders in which the Customer used a credit card to place the order, the notice must include the first six (6) and last four (4) digits of the credit card, and (iv) if the order was placed using an alternative payment method (e.g. PayPal) the notice must include the customer’s name and customer email.
- For orders of tangible goods, you will, if and where available, provide Podium with a proof of delivery in one of two formats: a copy of the shipping form (as provided by the shipping company) containing the delivery address, reroute information, date of delivery and the parcel delivery status; or a valid tracking number from a shipping company.
- Any other documents that Podium or the Payment Service Provider reasonably requires
- Excluded Orders. The following orders are not covered by the Premium Fraud Protection Guarantee.
- Not Approved. The order did not result in Payment Service Provider providing an approval notice.
- Not Fraud Related. The chargeback reason is other than a reason code set out herein.
- Chargeback Notice / Order Mismatch. The information in the chargeback notice does not match the information in the original order.
- Delivery. Tangible goods delivered to an address other than the shipping address set out in the original order.
- Late Submission of Chargeback. The chargeback was submitted to Podium for reimbursement more than three (3) days after the chargeback notice issuance date or if the date of the chargeback notice is before the order shipping date.
- Eligibility Period. The Premium Fraud Protection Guarantee shall be valid for a period of six (6) months from the date of the approval notice.
- Disputing Party. Orders for which Client does not make Payment Service Provider the first and primary point of contact for disputing the chargeback through Client’s payment gateway and/or bank.
- Reclamation of Goods by Client. Order for which Client is successful in reclaiming the goods. In such case, the Premium Fraud Protection Guarantee amount will be limited to the order shipping costs.
- Failure to Provide Notice. Podium reserves the right to decline to reimburse for chargebacks if Client fails to timely comply with its notice obligations or any other terms herein.
- Prohibited Businesses. Orders related to a Prohibited Business.
- Order Review. You may, in your sole discretion, approve or reject an Order. Podium may choose not to review a Submitted Order if (i) the Order was already fulfilled by you; (ii) more than one (1) week has passed since the Order was created; (iii) the Client Data or a portion thereof does not meet the standards set by the Payment Service Provider; (iv) the Order contains data related to Prohibited Industries; or (v) the Order does not include a physical product or is an order for services.
- Reason Codes. Payment Service Provider covers any and all chargebacks that are of card-not-present “unauthorized credit card use”. The below Reason Codes will be deemed to be automatically updated, without amendment hereto, to reflect changes made by the credit card networks and will automatically apply to the Premium Fraud Protection Service as of the date of such change.
- 10.1: EMV Liability Shift Counterfeit Fraud (Online Only)
- 10.4: Other Fraud – Card Absent Environment
- 4837/37: Fraud Transaction No Cardholder Authorization
- 4840/40: Fraudulent Processing of Transactions
- 4863/63: Cardholder Does Not Recognize Potential Fraud
- FR2: Fraudulent Transaction
- F29: Fraudulent Transaction – Card-Not-Present
- UA02: Fraud Card-Not-Present Transaction
- AA: Transaction Does Not Recognize
- 7030: Unauthorized purchase
Terms of Service Help Center
Effective November 1st 2023
DownloadTable of Contents
Updates to Podium’s Terms of Service
November 1, 2023
We’ve updated our Terms of Service (including the Payments Service Terms and Phones Service Terms), our Acceptable Use Policy, and our Privacy Policy (collectively, the “Terms”). These updates went into effect for new clients beginning on November 1, 2023 and will go into effect for existing users on November 8, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms and acknowledge the Privacy Policy when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Where can Podium’s Terms be accessed?
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Why are the Terms being updated?
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, to account for general industry changes, and to incorporate new or updated elements as Podium builds or offers new products and features.
Do these updates apply to me?
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms to be updated via this process.
When will this update apply to me?
The updates went into effect for new clients beginning on October 18, 2023 and will go into effect for existing users on November 1, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms and acknowledge the Privacy Policy when you log in to your Podium account.
What if I don’t want to accept the updated Term of Service?
In order to continue accessing/using Podium’s Platform/Services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at support@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
What are the Payments Service Terms and what updates have been made?
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
What are the Phones Service Terms?
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
What is the Acceptable Use Policy?
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
Updates to the Terms of Service
Section 4.3 (Monitoring): We added language to provide additional context on some of the technologies Podium may use to monitor use of its Services.
Section 7 (Fees and Payment):
We updated Section 7.2 to clarify and state more accurately that Podium “may seek” to recover legal costs, instead of stating that Client will be liable for such costs.
We added language to Section 7.3 to clarify that “Taxes” may include governmental and other regulatory fees.
We added a new section (Section 7.4) to describe our policies relating to industry fees and surcharges, such as carrier-imposed 10DLC fees (for more information about 10DLC-related fees specifically, please visit: https://www.podium.com/knowledgebase/s/article/10LDC-Messaging-Speeds-Daily-Caps-and-Fees).
Section 8 (Termination for Cause)
We added clarifying language to Section 8.2 stating that client will not be responsible for payment of fees if a suspension is not due to the fault of Client AND lasts more than five days.
We added a note to Section 8.3 for Australian clients only, stating that a party may terminate if the other party has a liquidator appointed or otherwise ceases to carry on business.
Section 12.3 (Exclusions to Podium’s Indemnification)
We added clarifying change to state that the exclusion set forth in Section 12.3 applies only to Podium’s indemnity obligations relating to intellectual property infringement and NOT to gross negligence and willful misconduct.
Section 13.3
We added language for clients located in Australia only, stating that Section 13.2 does not apply if Client is entitled to a right of reliance under applicable law.
Updates to the Payments Service Terms
Section 7.3 (Settlement): We added language to clarify the circumstances in which Transaction Fees may be refunded.
Updates to the Phones Service Terms
Section 3.4 (Account Use and Security): We added clarifying language relating to excessive use and Scope of Use limits of the Phones services. This mirrors the updates to the Acceptable Use Policy.
Section 3.5 (Responsibility for System and Technical Requirements):
Updates to the Acceptable Use Policy
We added a section titled “Scope of Use and Reasonable Use Limits” to provide additional information relating to Podium’s use limits and Podium’s rights in the event of excessive use of our platform or services.
Updates to the Privacy Policy
We removed certain sections that are no longer applicable, including:
Section 4.2.6, relating to social networking platforms because this is not part of the platform or services we provide;
Section 4.2.7, relating to disclosure of information to nonaffiliated third parties for our direct marketing purposes, as this is not something Podium does.
We removed language indicating that Podium may disclose your information to nonaffiliated third parties for our direct marketing purpose
We updated language to clarify how you can opt out of promotional emails, text messages, and other marketing efforts from Podium.
Updates to Podium’s Terms of Service
May 13, 2023
We’ve updated our Terms of Service, Payments Service Terms, Phones Service Terms, and our Privacy Policy (collectively, the “Terms”).
These updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms (and acknowledge the Privacy Policy) when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Why are the Terms being updated?
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, and to incorporate new elements as Podium builds or offers new products and features.
With this most recent update, in an effort to simplify the process of updating our Terms for all Clients moving forward, we also consolidated our Terms for all countries in the Territory we serve (US, Canada, and Australia) into a single set of Terms.
Do these updates apply to me?
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms to be updated via this process.
When will this update apply to me?
The updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms when you log in to your Podium account.
In order to continue accessing/using Podium’s Platform/Services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at support@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
Many of the latest updates to our Terms are to support recent or upcoming product/feature launches/updates, including but not limited to the following:
- Podium Phones
- Podium Payments
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Special Note for AUS Clients: In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Users for all Payments users. This document, along with our main Terms of Service, have incorporated key elements from our prior terms into one place. As part of this consolidation, we also updated certain language and definitions to provide better clarity and reformatted certain sections and numbering to improve overall structure and readability. These updated terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). Such terms, therefore, do not apply to Australia-based Clients.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
The Podium Referral Program provides certain benefits to our Clients, employees, and (depending on location) Friends of Podium when they refer others to Podium’s Services. We have updated our Referral Program Terms to support changes to this program in the United States and to launch a program in Australia. If you participate in the Podium Referral Program, these terms apply to you. Please read through the Referral Program Terms in full to understand the opportunity available and the provisions applicable to you.
Updates to the Terms of Service
- Prior to these updates, Podium maintained Australian Terms of Service separate from our Terms of Service applicable to our Clients in other territories. To simplify this process for all Podium Clients, we have consolidated these documents into a single set of terms, which incorporates required elements of the previous Australia-specific terms.
- If you are a Podium Client NOT located in Australia, any Australia-specific provisions do not apply to you.
- Section 2.1 (Alteration of Subscription Documentation): We updated the listed Services to include “Bulk Messaging,” which was previously known as “Campaigns.”
- Section 3.2 (Account Registration):
- We removed references to Podium’s Privacy Policy in favor of a new “Privacy and Data Processing” section, added as Section 4.6 (see below).
- We also added language clarifying that Podium is not liable for loss or damage arising from unauthorized use of Client’s account if such loss was not caused by Podium.
- Section 3.6 (General Restrictions): We added language to reinforce that the Services may not be used to create competitive or derivative products/services.
- Section 4.5 (Storage): We made updates to clarify that after a Client’s agreement is terminated, Podium may delete all Client Data in its possession for that Client.
- Section 4.6 (Privacy and Data Processing): We added a new section to address Privacy and Data Processing. This section provides links to our Privacy Policy and our Data Processing Addendum, which govern how Podium processes any Covered Data as Client’s Processor or Service Provider.
- Section 5.1 (Warranty): We removed language relating to liability for false or inaccurate content published to an online review website because this is covered elsewhere in the Terms.
- Section 5.2 (Customer Consent; Intended Use of the Services): We removed references to “Campaigns” to account for the update to “Bulk Messaging,” and updated language to clarify Client’s obligations when sending Marketing messages via the Services.
- Section 7.2 (Payment of Fees): We added language to reinforce that Client is liable for any costs and expenses associated with efforts to collect overdue Fees. We also added additional detail on our auto-renewal processes.
- Section 7.3 (Taxes): We added provisions regarding taxes in Australia, which are applicable to our Australian Clients only.
- Section 11 (Third-Party Providers and Third-Party Products): We added language to clarify that a Third-Party Provider is not a “subcontractor” under the Terms and that Podium is not liable for the actions of Third-Party Providers.
- Section 13.3 (Section for AUS Clients): We added a section for Australian Clients only to clarify the relationship between Sections 13 (Disclaimers) and 14 (Limitations of Liability) and the applicable provisions of the Australian Consumer Law (ACL).
- Section 14.2 (Section for AUS Clients): We added a section for Australian Clients only to clarify the effect of the ACL on Podium’s liability.
- Section 15 (Dispute Resolution): We added provisions for Australian Clients only to clarify the mediation rules applicable to Clients located in Australia.
- Section 16.6 (Subcontractors): We added language to clarify that Podium will not be required to obtain a Client’s consent prior to using sub-contractors, but that Podium will remain responsible for its obligations under the Terms.
- Section 16.17.1 (Australia Clients): We added a section on governing law and jurisdiction for Clients located in Australia.
Updates to the Payments Service Terms
- Prior to this update, Podium maintained Australian Payments Service Terms separate from our Payments Service Terms applicable to Clients in other countries.To simplify this process for all Podium Clients we have consolidated these different documents into a single set of terms, which incorporates necessary elements of the previous Australia-specific terms.
- We also made minor changes throughout the Terms to update language, numbering, certain naming conventions, and definitions to improve overall readability.
- Sections 1 (Definitions):
- We reorganized and consolidated the sections defining “Payment Processing Services” and “Payments Service” to better align those definitions with information relating to “Payment Processing Service Providers” and “Payment Service Providers.”
- We added language clarifying how Transactions are initiated and enabled.
- Section 2.4 (Stored Credentials): We added language to reinforce that Clients may not use stored credentials to initiate a Transaction without the express authorization of the Customer.
- Section 3.2 (PPSP Agreement): We added language to clarify that the Stripe entity that enters into a PPSP Agreement with a particular Client will depend on that client’s location.
- Section 7.3 (Settlement): We added language to reinforce and clarify that initial Transaction Fees for Transactions a Client reverses or refunds back to a Customer will not be refunded back to that Client.
Updates to the Phones Service Terms
- Section 2.1 (Podium Phones): We combined Section 2.1 with what was formerly Section 2.2 and added language clarifying that Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium.
- Section 3.2 (Compliance with Laws and Terms): We added language to reinforce that Clients must not break or circumvent any security measures or rate limits included in the Services, including to evade detection of a violation of Laws or the Terms.
- Section 3.3 (Recording): We added a section relating to recording and transcription features that Clients may use as part of the Services.
- Section 3.5.1: We made minor edits to clarify Podium’s network test process.
Updates to the Podium Referral Program
General Updates:
- Podium has updated its Referral Program to include a variety of ways to invite others in your network to use Podium Services. We have added additional incentives and rewards for these Referrals.
- We also added terms governing the Australia-specific Referral Program, which is available to Participants located in Australia only.
Updates to the Podium Privacy Policy
- We removed language about providing personal data to third parties for their own direct marketing purposes, as it is not applicable to our business.
- We added an effective date as mandated by various privacy laws.
- We consolidated language in various provisions, updated section references, and updated hyperlinks.
- Contact Form Leads Update:
- We added language required by Google that our use of data received through their APIs will adhere to the Google API Services User Data Policy.
Australia Terms of Service Help Center
May 13, 2023
We’ve updated our Terms of Service, Payments Service Terms, Phones Service Terms, and our Privacy Policy (collectively, the “Terms”).
These updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms (and acknowledge the Privacy Policy) when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, and to incorporate new elements as Podium builds or offers new products and features.
With this most recent update, in an effort to simplify the process of updating our Terms for all Clients moving forward, we also consolidated our Terms for all countries in the Territory we serve (US, Canada, and Australia) into a single set of Terms.
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms and conditions to be updated via this process.
The updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms when you log in to your Podium account.
Special Note for AUS Clients: Prior to these updates, Podium maintained Australian Terms of Service separate from the terms applicable to Clients in the other countries we serve (US and Canada). To simplify this process for all Podium Clients moving forward, we have consolidated these different documents into a single set of Terms, which incorporates required elements of the previous Australia-specific terms. In particular, the main Terms now include provisions specific to AUS Clients (see, for example, Sections 7.3, 13.3, 14.2, and 16.17)(please note that if you are a Podium Client NOT located in Australia, such provisions do not apply to you). Additionally, these Terms now live within our Podium Legal Center, for easier access for all Clients.
In order to continue accessing/using Podium’s platform/services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at suppport@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
Many of the latest updates to our Terms are to support recent or upcoming product/feature launches/updates, including but not limited to the following:
- Podium Phones
- Podium Payments
Please see the summaries below for a more detailed overview of key changes to our Terms.
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Special Note for AUS Clients: In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Users for all Payments users. This document, along with our main Terms of Service, have incorporated key elements from our prior terms into one place. As part of this consolidation, we also updated certain language and definitions to provide better clarity and reformatted certain sections and numbering to improve overall structure and readability. These updated terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). Such terms, therefore, do not apply to Australia-based Clients.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
The Podium Referral Program provides certain benefits to our Clients, employees, and (depending on location) Friends of Podium when they refer others to Podium’s Services. We have updated our Referral Program Terms to support changes to this program in the United States and to launch a program in Australia. If you participate in the Podium Referral Program, these terms apply to you. Please read through the Referral Program Terms in full to understand the opportunity available and the provisions applicable to you.
Updates to the Terms of Service
- General Updates:
- Prior to these updates, Podium maintained Australian Terms of Service separate from our Terms of Service applicable to Clients in other countries. To simplify this process for all Podium Clients we have consolidated these different documents into a single global Terms of Service, which incorporates required elements of the previous Australia-specific terms. In particular, the Terms of Service now include provisions specific to AUS Clients (see, for example, Sections 7.3, 13.3, 14.2, and 16.17). Additionally, these Terms now live within our Podium Legal Center, for easier access for all Clients. If you are a Podium Client NOT located in Australia, such provisions do not apply to you.
- Numbering has been updated throughout to account for this consolidation of Terms.
- Section 1 (Definitions):
- We added an updated definition of “Laws” to include Australia-specific laws, rules, and regulations.
- This section also includes definitions for HIPAA, BAA, and PHI. These definitions do not apply to you if you are a Client located in Australia.
- Section 2.1 (Services): We updated this section to remove features/services Podium no longer offers and to include new features (or to update other features, such as changing the name of “Campaigns” to “Bulk Messaging”).
- Section 2.4 (Additional Terms): We updated this section to include terms for new or updated Services, including Payments, Phones (currently available in the US only); Podium Marketplace; Podium API; and the Podium Developer program. These Additional Terms only apply to the extent you purchase or are using these additional Services.
- Section 3.1 (Use of Services): We updated the link to our Acceptable Use Policy and added clarifying language regarding the use of the Services outside the Territory.
- Section 3.2 (Account Registration): We removed references to Podium’s Privacy Policy in favor of a new “Privacy and Data Processing” section, added as Section 4.6 (see below). We also added language clarifying that Podium is not liable for loss or damage arising from unauthorized use of Client’s account if such loss was not caused by Podium.
- Section 3.3 (Eligibility and Use by Others): We added clarifying language regarding Developer Partners and Third-Party Providers.
- Section 3.6 (General Restrictions): We updated this provision to reinforce that the Services may not be used to create competitive or derivative products/services.
- Section 4 (Client Data): This section includes several references to HIPAA and BAAs, which are applicable to US-based Clients ONLY.
- Section 4.5 (Storage): We made updates to clarify that after a Client’s agreement is terminated, Podium may delete all Client Data in its possession for that Client.
- Section 4.6 (Privacy and Data Processing): We added a new section to address Privacy and Data Processing. This section provides links to our Privacy Policy and our Data Processing Addendum, which governs how Podium processes any Covered Data as Client’s Processor or Service Provider.
- Section 5.1 (Warranty): We removed language relating to liability for false or inaccurate content published to an online review website because this is covered elsewhere in the Terms.
- Section 5.2 (Customer Consent; Intended Us of the Services): We removed references to “Campaigns” to account for the transition to “Bulk Messaging,” and updated language to clarify Client’s obligations when sending Marketing messages via the Services.
- Section 6.1 (Availability): We added language detailing Podium’s availability percentage commitment.
- Section 6.1 (Support): We added language explaining setup, onboarding, and support obligations.
- Section 7.2 (Payment of Fees): We added language to clarify Podium’s auto-renewal process, as well as Podium’s rights in the event of non-payment.
- Section 7.3 (Taxes): We added references to Goods and Services Tax (GST) for Australia-based Clients.
- Section 7.4 (Fee Increase): We added language to clarify when Fee increases become applicable and how Podium will notify Clients of those changes. We also added information relating to Fees for Payments.
- Section 8.1 (Term): We added language clarifying that Additional Services Client purchases during their subscription will be added to the same Subscription Term as their main Podium platform.
- Section 11 (Third-Party Providers and Third-Party Products): We updated language to clarify the definitions of “Third-Party Providers” and “Third-Party Products” and the relationship of those providers to Client and Podium.
- Section 12 (Indemnification)
- We added language relating to newer Podium features, including the Marketplace, API, and Developer program, as well as the updated definition of “Third-Party Providers.” We also added clarifying language regarding the process for defending claims.
- We added a section to clarify certain exclusions to Podium’s indemnification obligations.
- Section 13 (Disclaimers) (renumbered from Section 12.3)
- We added a section for Australia-based Clients regarding the Australian Consumer Law (ACL) and its relationship to Sections 13 and 14.
- Section 14 (Limitations of Liability) (renumbered from Section 12.4)
- We added language clarifying the meaning and impact of the Limitation of Liability provision.
- We added a section to clarify the effect of the ACL on Podium’s liability obligations.
- Section 15 (Dispute Resolution) (Renumbered from Section 13)
- We added language clarifying that mediation for Australia-based Clients will be handled in accordance with the Institute of Arbitrators and Mediators Australia Mediation Rules and that mediation will occur in Melbourne, Victoria, Australia.
- Section 16 (General) (renumbered from Section 14)
- We added language clarifying the assignment process.
- We added language that any notices to Podium may be sent via email to legal@podium.com.
- We added a new section to clarify that Podium may contact you via email or sms using the contact information you provide to Podium.
- We added a section to explain Podium’s Referral Program.
- We added a provision stating that the governing law and jurisdiction applicable to Australia-based Clients is Victoria, Australia.
Updates to the Payments Service Terms
- General Updates:
- In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Terms for all Payments users. This document, along with our main Terms of Service, incorporates key elements from our prior terms into one place.
- As part of this consolidation, we have updated certain language and definitions to provide better clarity, and we have reformatted certain sections and numbering to improve overall structure and readability.
- These updated Terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). These terms, therefore, do not apply to Australia-based Clients.
Effective October 25th 2023 to November 1st 2023
DownloadTable of Contents
Updates to Podium’s Terms of Service
November 1, 2023
We’ve updated our Terms of Service (including the Payments Service Terms and Phones Service Terms), our Acceptable Use Policy, and our Privacy Policy (collectively, the “Terms”). These updates went into effect for new clients beginning on October 19, 2023 and will go into effect for existing users on November 1, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms and acknowledge the Privacy Policy when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Where can Podium’s Terms be accessed?
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Why are the Terms being updated?
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, to account for general industry changes, and to incorporate new or updated elements as Podium builds or offers new products and features.
Do these updates apply to me?
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms to be updated via this process.
When will this update apply to me?
The updates went into effect for new clients beginning on October 18, 2023 and will go into effect for existing users on November 1, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms and acknowledge the Privacy Policy when you log in to your Podium account.
What if I don’t want to accept the updated Term of Service?
In order to continue accessing/using Podium’s Platform/Services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at support@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
What are the Payments Service Terms and what updates have been made?
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
What are the Phones Service Terms?
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
What is the Acceptable Use Policy?
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
Updates to the Terms of Service
Section 4.3 (Monitoring): We added language to provide additional context on some of the technologies Podium may use to monitor use of its Services.
Section 7 (Fees and Payment):
We added language to Section 7.3 to clarify that “Taxes” may include governmental and other regulatory fees.
We added a new section (Section 7.4) to describe our policies relating to industry fees and surcharges, such as carrier-imposed 10DLC fees.
Updates to the Payments Service Terms
Section 7.3 (Settlement): We added language to clarify the circumstances in which Transaction Fees may be refunded.
Updates to the Phones Service Terms
Section 2.1 (Podium Phones): We added language indicating that Phones will soon be available in Australia as a Beta Release.
Section 3.4 (Account Use and Security): We added clarifying language relating to excessive use and Scope of Use limits of the Phones services. This mirrors the updates to the Acceptable Use Policy.
Section 3.5 (Responsibility for System and Technical Requirements):
Updates to the Acceptable Use Policy
We added a section titled “Scope of Use and Reasonable Use Limits” to provide additional information relating to Podium’s use limits and Podium’s rights in the event of excessive use of our platform or services.
Updates to the Privacy Policy
We removed certain sections that are no longer applicable, including:
Section 4.2.6, relating to social networking platforms because this is not part of the platform or services we provide;
Section 4.2.7, relating to disclosure of information to nonaffiliated third parties for our direct marketing purposes, as this is not something Podium does.
We removed language indicating that Podium may disclose your information to nonaffiliated third parties for our direct marketing purpose
We updated language to clarify how you can opt out of promotional emails, text messages, and other marketing efforts from Podium.
Updates to Podium’s Terms of Service
May 13, 2023
We’ve updated our Terms of Service, Payments Service Terms, Phones Service Terms, and our Privacy Policy (collectively, the “Terms”).
These updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms (and acknowledge the Privacy Policy) when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Why are the Terms being updated?
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, and to incorporate new elements as Podium builds or offers new products and features.
With this most recent update, in an effort to simplify the process of updating our Terms for all Clients moving forward, we also consolidated our Terms for all countries in the Territory we serve (US, Canada, and Australia) into a single set of Terms.
Do these updates apply to me?
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms to be updated via this process.
When will this update apply to me?
The updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms when you log in to your Podium account.
In order to continue accessing/using Podium’s Platform/Services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at support@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
Many of the latest updates to our Terms are to support recent or upcoming product/feature launches/updates, including but not limited to the following:
- Podium Phones
- Podium Payments
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Special Note for AUS Clients: In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Users for all Payments users. This document, along with our main Terms of Service, have incorporated key elements from our prior terms into one place. As part of this consolidation, we also updated certain language and definitions to provide better clarity and reformatted certain sections and numbering to improve overall structure and readability. These updated terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). Such terms, therefore, do not apply to Australia-based Clients.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
The Podium Referral Program provides certain benefits to our Clients, employees, and (depending on location) Friends of Podium when they refer others to Podium’s Services. We have updated our Referral Program Terms to support changes to this program in the United States and to launch a program in Australia. If you participate in the Podium Referral Program, these terms apply to you. Please read through the Referral Program Terms in full to understand the opportunity available and the provisions applicable to you.
Updates to the Terms of Service
- Prior to these updates, Podium maintained Australian Terms of Service separate from our Terms of Service applicable to our Clients in other territories. To simplify this process for all Podium Clients, we have consolidated these documents into a single set of terms, which incorporates required elements of the previous Australia-specific terms.
- If you are a Podium Client NOT located in Australia, any Australia-specific provisions do not apply to you.
- Section 2.1 (Alteration of Subscription Documentation): We updated the listed Services to include “Bulk Messaging,” which was previously known as “Campaigns.”
- Section 3.2 (Account Registration):
- We removed references to Podium’s Privacy Policy in favor of a new “Privacy and Data Processing” section, added as Section 4.6 (see below).
- We also added language clarifying that Podium is not liable for loss or damage arising from unauthorized use of Client’s account if such loss was not caused by Podium.
- Section 3.6 (General Restrictions): We added language to reinforce that the Services may not be used to create competitive or derivative products/services.
- Section 4.5 (Storage): We made updates to clarify that after a Client’s agreement is terminated, Podium may delete all Client Data in its possession for that Client.
- Section 4.6 (Privacy and Data Processing): We added a new section to address Privacy and Data Processing. This section provides links to our Privacy Policy and our Data Processing Addendum, which govern how Podium processes any Covered Data as Client’s Processor or Service Provider.
- Section 5.1 (Warranty): We removed language relating to liability for false or inaccurate content published to an online review website because this is covered elsewhere in the Terms.
- Section 5.2 (Customer Consent; Intended Use of the Services): We removed references to “Campaigns” to account for the update to “Bulk Messaging,” and updated language to clarify Client’s obligations when sending Marketing messages via the Services.
- Section 7.2 (Payment of Fees): We added language to reinforce that Client is liable for any costs and expenses associated with efforts to collect overdue Fees. We also added additional detail on our auto-renewal processes.
- Section 7.3 (Taxes): We added provisions regarding taxes in Australia, which are applicable to our Australian Clients only.
- Section 11 (Third-Party Providers and Third-Party Products): We added language to clarify that a Third-Party Provider is not a “subcontractor” under the Terms and that Podium is not liable for the actions of Third-Party Providers.
- Section 13.3 (Section for AUS Clients): We added a section for Australian Clients only to clarify the relationship between Sections 13 (Disclaimers) and 14 (Limitations of Liability) and the applicable provisions of the Australian Consumer Law (ACL).
- Section 14.2 (Section for AUS Clients): We added a section for Australian Clients only to clarify the effect of the ACL on Podium’s liability.
- Section 15 (Dispute Resolution): We added provisions for Australian Clients only to clarify the mediation rules applicable to Clients located in Australia.
- Section 16.6 (Subcontractors): We added language to clarify that Podium will not be required to obtain a Client’s consent prior to using sub-contractors, but that Podium will remain responsible for its obligations under the Terms.
- Section 16.17.1 (Australia Clients): We added a section on governing law and jurisdiction for Clients located in Australia.
Updates to the Payments Service Terms
- Prior to this update, Podium maintained Australian Payments Service Terms separate from our Payments Service Terms applicable to Clients in other countries.To simplify this process for all Podium Clients we have consolidated these different documents into a single set of terms, which incorporates necessary elements of the previous Australia-specific terms.
- We also made minor changes throughout the Terms to update language, numbering, certain naming conventions, and definitions to improve overall readability.
- Sections 1 (Definitions):
- We reorganized and consolidated the sections defining “Payment Processing Services” and “Payments Service” to better align those definitions with information relating to “Payment Processing Service Providers” and “Payment Service Providers.”
- We added language clarifying how Transactions are initiated and enabled.
- Section 2.4 (Stored Credentials): We added language to reinforce that Clients may not use stored credentials to initiate a Transaction without the express authorization of the Customer.
- Section 3.2 (PPSP Agreement): We added language to clarify that the Stripe entity that enters into a PPSP Agreement with a particular Client will depend on that client’s location.
- Section 7.3 (Settlement): We added language to reinforce and clarify that initial Transaction Fees for Transactions a Client reverses or refunds back to a Customer will not be refunded back to that Client.
Updates to the Phones Service Terms
- Section 2.1 (Podium Phones): We combined Section 2.1 with what was formerly Section 2.2 and added language clarifying that Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium.
- Section 3.2 (Compliance with Laws and Terms): We added language to reinforce that Clients must not break or circumvent any security measures or rate limits included in the Services, including to evade detection of a violation of Laws or the Terms.
- Section 3.3 (Recording): We added a section relating to recording and transcription features that Clients may use as part of the Services.
- Section 3.5.1: We made minor edits to clarify Podium’s network test process.
Updates to the Podium Referral Program
General Updates:
- Podium has updated its Referral Program to include a variety of ways to invite others in your network to use Podium Services. We have added additional incentives and rewards for these Referrals.
- We also added terms governing the Australia-specific Referral Program, which is available to Participants located in Australia only.
Updates to the Podium Privacy Policy
- We removed language about providing personal data to third parties for their own direct marketing purposes, as it is not applicable to our business.
- We added an effective date as mandated by various privacy laws.
- We consolidated language in various provisions, updated section references, and updated hyperlinks.
- Contact Form Leads Update:
- We added language required by Google that our use of data received through their APIs will adhere to the Google API Services User Data Policy.
Australia Terms of Service Help Center
May 13, 2023
We’ve updated our Terms of Service, Payments Service Terms, Phones Service Terms, and our Privacy Policy (collectively, the “Terms”).
These updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms (and acknowledge the Privacy Policy) when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, and to incorporate new elements as Podium builds or offers new products and features.
With this most recent update, in an effort to simplify the process of updating our Terms for all Clients moving forward, we also consolidated our Terms for all countries in the Territory we serve (US, Canada, and Australia) into a single set of Terms.
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms and conditions to be updated via this process.
The updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms when you log in to your Podium account.
Special Note for AUS Clients: Prior to these updates, Podium maintained Australian Terms of Service separate from the terms applicable to Clients in the other countries we serve (US and Canada). To simplify this process for all Podium Clients moving forward, we have consolidated these different documents into a single set of Terms, which incorporates required elements of the previous Australia-specific terms. In particular, the main Terms now include provisions specific to AUS Clients (see, for example, Sections 7.3, 13.3, 14.2, and 16.17)(please note that if you are a Podium Client NOT located in Australia, such provisions do not apply to you). Additionally, these Terms now live within our Podium Legal Center, for easier access for all Clients.
In order to continue accessing/using Podium’s platform/services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at suppport@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
Many of the latest updates to our Terms are to support recent or upcoming product/feature launches/updates, including but not limited to the following:
- Podium Phones
- Podium Payments
Please see the summaries below for a more detailed overview of key changes to our Terms.
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Special Note for AUS Clients: In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Users for all Payments users. This document, along with our main Terms of Service, have incorporated key elements from our prior terms into one place. As part of this consolidation, we also updated certain language and definitions to provide better clarity and reformatted certain sections and numbering to improve overall structure and readability. These updated terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). Such terms, therefore, do not apply to Australia-based Clients.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
The Podium Referral Program provides certain benefits to our Clients, employees, and (depending on location) Friends of Podium when they refer others to Podium’s Services. We have updated our Referral Program Terms to support changes to this program in the United States and to launch a program in Australia. If you participate in the Podium Referral Program, these terms apply to you. Please read through the Referral Program Terms in full to understand the opportunity available and the provisions applicable to you.
Updates to the Terms of Service
- General Updates:
- Prior to these updates, Podium maintained Australian Terms of Service separate from our Terms of Service applicable to Clients in other countries. To simplify this process for all Podium Clients we have consolidated these different documents into a single global Terms of Service, which incorporates required elements of the previous Australia-specific terms. In particular, the Terms of Service now include provisions specific to AUS Clients (see, for example, Sections 7.3, 13.3, 14.2, and 16.17). Additionally, these Terms now live within our Podium Legal Center, for easier access for all Clients. If you are a Podium Client NOT located in Australia, such provisions do not apply to you.
- Numbering has been updated throughout to account for this consolidation of Terms.
- Section 1 (Definitions):
- We added an updated definition of “Laws” to include Australia-specific laws, rules, and regulations.
- This section also includes definitions for HIPAA, BAA, and PHI. These definitions do not apply to you if you are a Client located in Australia.
- Section 2.1 (Services): We updated this section to remove features/services Podium no longer offers and to include new features (or to update other features, such as changing the name of “Campaigns” to “Bulk Messaging”).
- Section 2.4 (Additional Terms): We updated this section to include terms for new or updated Services, including Payments, Phones (currently available in the US only); Podium Marketplace; Podium API; and the Podium Developer program. These Additional Terms only apply to the extent you purchase or are using these additional Services.
- Section 3.1 (Use of Services): We updated the link to our Acceptable Use Policy and added clarifying language regarding the use of the Services outside the Territory.
- Section 3.2 (Account Registration): We removed references to Podium’s Privacy Policy in favor of a new “Privacy and Data Processing” section, added as Section 4.6 (see below). We also added language clarifying that Podium is not liable for loss or damage arising from unauthorized use of Client’s account if such loss was not caused by Podium.
- Section 3.3 (Eligibility and Use by Others): We added clarifying language regarding Developer Partners and Third-Party Providers.
- Section 3.6 (General Restrictions): We updated this provision to reinforce that the Services may not be used to create competitive or derivative products/services.
- Section 4 (Client Data): This section includes several references to HIPAA and BAAs, which are applicable to US-based Clients ONLY.
- Section 4.5 (Storage): We made updates to clarify that after a Client’s agreement is terminated, Podium may delete all Client Data in its possession for that Client.
- Section 4.6 (Privacy and Data Processing): We added a new section to address Privacy and Data Processing. This section provides links to our Privacy Policy and our Data Processing Addendum, which governs how Podium processes any Covered Data as Client’s Processor or Service Provider.
- Section 5.1 (Warranty): We removed language relating to liability for false or inaccurate content published to an online review website because this is covered elsewhere in the Terms.
- Section 5.2 (Customer Consent; Intended Us of the Services): We removed references to “Campaigns” to account for the transition to “Bulk Messaging,” and updated language to clarify Client’s obligations when sending Marketing messages via the Services.
- Section 6.1 (Availability): We added language detailing Podium’s availability percentage commitment.
- Section 6.1 (Support): We added language explaining setup, onboarding, and support obligations.
- Section 7.2 (Payment of Fees): We added language to clarify Podium’s auto-renewal process, as well as Podium’s rights in the event of non-payment.
- Section 7.3 (Taxes): We added references to Goods and Services Tax (GST) for Australia-based Clients.
- Section 7.4 (Fee Increase): We added language to clarify when Fee increases become applicable and how Podium will notify Clients of those changes. We also added information relating to Fees for Payments.
- Section 8.1 (Term): We added language clarifying that Additional Services Client purchases during their subscription will be added to the same Subscription Term as their main Podium platform.
- Section 11 (Third-Party Providers and Third-Party Products): We updated language to clarify the definitions of “Third-Party Providers” and “Third-Party Products” and the relationship of those providers to Client and Podium.
- Section 12 (Indemnification)
- We added language relating to newer Podium features, including the Marketplace, API, and Developer program, as well as the updated definition of “Third-Party Providers.” We also added clarifying language regarding the process for defending claims.
- We added a section to clarify certain exclusions to Podium’s indemnification obligations.
- Section 13 (Disclaimers) (renumbered from Section 12.3)
- We added a section for Australia-based Clients regarding the Australian Consumer Law (ACL) and its relationship to Sections 13 and 14.
- Section 14 (Limitations of Liability) (renumbered from Section 12.4)
- We added language clarifying the meaning and impact of the Limitation of Liability provision.
- We added a section to clarify the effect of the ACL on Podium’s liability obligations.
- Section 15 (Dispute Resolution) (Renumbered from Section 13)
- We added language clarifying that mediation for Australia-based Clients will be handled in accordance with the Institute of Arbitrators and Mediators Australia Mediation Rules and that mediation will occur in Melbourne, Victoria, Australia.
- Section 16 (General) (renumbered from Section 14)
- We added language clarifying the assignment process.
- We added language that any notices to Podium may be sent via email to legal@podium.com.
- We added a new section to clarify that Podium may contact you via email or sms using the contact information you provide to Podium.
- We added a section to explain Podium’s Referral Program.
- We added a provision stating that the governing law and jurisdiction applicable to Australia-based Clients is Victoria, Australia.
Updates to the Payments Service Terms
- General Updates:
- In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Terms for all Payments users. This document, along with our main Terms of Service, incorporates key elements from our prior terms into one place.
- As part of this consolidation, we have updated certain language and definitions to provide better clarity, and we have reformatted certain sections and numbering to improve overall structure and readability.
- These updated Terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). These terms, therefore, do not apply to Australia-based Clients.
Effective May 13th 2023 to October 25th 2023
DownloadTable of Contents
Updates to Podium’s Terms of Service
May 13, 2023
We’ve updated our Terms of Service, Payments Service Terms, Phones Service Terms, and our Privacy Policy (collectively, the “Terms”).
These updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms (and acknowledge the Privacy Policy) when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Why are the Terms being updated?
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, and to incorporate new elements as Podium builds or offers new products and features.
With this most recent update, in an effort to simplify the process of updating our Terms for all Clients moving forward, we also consolidated our Terms for all countries in the Territory we serve (US, Canada, and Australia) into a single set of Terms.
Do these updates apply to me?
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms to be updated via this process.
When will this update apply to me?
The updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms when you log in to your Podium account.
In order to continue accessing/using Podium’s Platform/Services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at support@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
Many of the latest updates to our Terms are to support recent or upcoming product/feature launches/updates, including but not limited to the following:
- Podium Phones
- Podium Payments
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Special Note for AUS Clients: In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Users for all Payments users. This document, along with our main Terms of Service, have incorporated key elements from our prior terms into one place. As part of this consolidation, we also updated certain language and definitions to provide better clarity and reformatted certain sections and numbering to improve overall structure and readability. These updated terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). Such terms, therefore, do not apply to Australia-based Clients.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
The Podium Referral Program provides certain benefits to our Clients, employees, and (depending on location) Friends of Podium when they refer others to Podium’s Services. We have updated our Referral Program Terms to support changes to this program in the United States and to launch a program in Australia. If you participate in the Podium Referral Program, these terms apply to you. Please read through the Referral Program Terms in full to understand the opportunity available and the provisions applicable to you.
Updates to the Terms of Service
- Prior to these updates, Podium maintained Australian Terms of Service separate from our Terms of Service applicable to our Clients in other territories. To simplify this process for all Podium Clients, we have consolidated these documents into a single set of terms, which incorporates required elements of the previous Australia-specific terms.
- If you are a Podium Client NOT located in Australia, any Australia-specific provisions do not apply to you.
- Section 2.1 (Alteration of Subscription Documentation): We updated the listed Services to include “Bulk Messaging,” which was previously known as “Campaigns.”
- Section 3.2 (Account Registration):
- We removed references to Podium’s Privacy Policy in favor of a new “Privacy and Data Processing” section, added as Section 4.6 (see below).
- We also added language clarifying that Podium is not liable for loss or damage arising from unauthorized use of Client’s account if such loss was not caused by Podium.
- Section 3.6 (General Restrictions): We added language to reinforce that the Services may not be used to create competitive or derivative products/services.
- Section 4.5 (Storage): We made updates to clarify that after a Client’s agreement is terminated, Podium may delete all Client Data in its possession for that Client.
- Section 4.6 (Privacy and Data Processing): We added a new section to address Privacy and Data Processing. This section provides links to our Privacy Policy and our Data Processing Addendum, which govern how Podium processes any Covered Data as Client’s Processor or Service Provider.
- Section 5.1 (Warranty): We removed language relating to liability for false or inaccurate content published to an online review website because this is covered elsewhere in the Terms.
- Section 5.2 (Customer Consent; Intended Use of the Services): We removed references to “Campaigns” to account for the update to “Bulk Messaging,” and updated language to clarify Client’s obligations when sending Marketing messages via the Services.
- Section 7.2 (Payment of Fees): We added language to reinforce that Client is liable for any costs and expenses associated with efforts to collect overdue Fees. We also added additional detail on our auto-renewal processes.
- Section 7.3 (Taxes): We added provisions regarding taxes in Australia, which are applicable to our Australian Clients only.
- Section 11 (Third-Party Providers and Third-Party Products): We added language to clarify that a Third-Party Provider is not a “subcontractor” under the Terms and that Podium is not liable for the actions of Third-Party Providers.
- Section 13.3 (Section for AUS Clients): We added a section for Australian Clients only to clarify the relationship between Sections 13 (Disclaimers) and 14 (Limitations of Liability) and the applicable provisions of the Australian Consumer Law (ACL).
- Section 14.2 (Section for AUS Clients): We added a section for Australian Clients only to clarify the effect of the ACL on Podium’s liability.
- Section 15 (Dispute Resolution): We added provisions for Australian Clients only to clarify the mediation rules applicable to Clients located in Australia.
- Section 16.6 (Subcontractors): We added language to clarify that Podium will not be required to obtain a Client’s consent prior to using sub-contractors, but that Podium will remain responsible for its obligations under the Terms.
- Section 16.17.1 (Australia Clients): We added a section on governing law and jurisdiction for Clients located in Australia.
Updates to the Payments Service Terms
- Prior to this update, Podium maintained Australian Payments Service Terms separate from our Payments Service Terms applicable to Clients in other countries.To simplify this process for all Podium Clients we have consolidated these different documents into a single set of terms, which incorporates necessary elements of the previous Australia-specific terms.
- We also made minor changes throughout the Terms to update language, numbering, certain naming conventions, and definitions to improve overall readability.
- Sections 1 (Definitions):
- We reorganized and consolidated the sections defining “Payment Processing Services” and “Payments Service” to better align those definitions with information relating to “Payment Processing Service Providers” and “Payment Service Providers.”
- We added language clarifying how Transactions are initiated and enabled.
- Section 2.4 (Stored Credentials): We added language to reinforce that Clients may not use stored credentials to initiate a Transaction without the express authorization of the Customer.
- Section 3.2 (PPSP Agreement): We added language to clarify that the Stripe entity that enters into a PPSP Agreement with a particular Client will depend on that client’s location.
- Section 7.3 (Settlement): We added language to reinforce and clarify that initial Transaction Fees for Transactions a Client reverses or refunds back to a Customer will not be refunded back to that Client.
Updates to the Phones Service Terms
- Section 2.1 (Podium Phones): We combined Section 2.1 with what was formerly Section 2.2 and added language clarifying that Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium.
- Section 3.2 (Compliance with Laws and Terms): We added language to reinforce that Clients must not break or circumvent any security measures or rate limits included in the Services, including to evade detection of a violation of Laws or the Terms.
- Section 3.3 (Recording): We added a section relating to recording and transcription features that Clients may use as part of the Services.
- Section 3.5.1: We made minor edits to clarify Podium’s network test process.
Updates to the Podium Referral Program
General Updates:
- Podium has updated its Referral Program to include a variety of ways to invite others in your network to use Podium Services. We have added additional incentives and rewards for these Referrals.
- We also added terms governing the Australia-specific Referral Program, which is available to Participants located in Australia only.
Updates to the Podium Privacy Policy
- We removed language about providing personal data to third parties for their own direct marketing purposes, as it is not applicable to our business.
- We added an effective date as mandated by various privacy laws.
- We consolidated language in various provisions, updated section references, and updated hyperlinks.
- Contact Form Leads Update:
- We added language required by Google that our use of data received through their APIs will adhere to the Google API Services User Data Policy.
Australia Terms of Service Help Center
May 13, 2023
We’ve updated our Terms of Service, Payments Service Terms, Phones Service Terms, and our Privacy Policy (collectively, the “Terms”).
These updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023 (unless you have a separate, negotiated agreement with Podium that supersedes these Terms). Beginning on that date, you will need to accept the Terms (and acknowledge the Privacy Policy) when you log into your account, in order to continue using the Podium Services.
Capitalized terms not defined on this page have the same meanings given to them in the Terms. You can read the full terms in the links below, along with summaries of key updates and other important information, including answers to some frequently asked questions (FAQs).
FAQs
Podium’s Terms are located within the Podium Legal Center (the “Legal Center”). The Legal Center houses Podium’s standard Terms for all Podium clients, including those located in the United States, Canada, and Australia (“Client(s)”), and the different products and services we provide.
The Terms available in the Legal Center include:
- Terms of Service
- Acceptable Use Policy
- Privacy Policy
- Payments Service Terms
- Phones Service Terms (Currently US Only):
- Marketplace Terms of Service
- Business Associate Agreement (US Only)
- API Terms of Use
- Developer Terms
- Referral Program Terms
Podium updates its Terms from time to time, as needed, to better support you and your business, to align our Terms with changes to applicable laws, rules, and regulations, and to incorporate new elements as Podium builds or offers new products and features.
With this most recent update, in an effort to simplify the process of updating our Terms for all Clients moving forward, we also consolidated our Terms for all countries in the Territory we serve (US, Canada, and Australia) into a single set of Terms.
These updates apply to anyone who accesses or uses Podium’s Platform or Services. Please note, however, that if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the applicable terms and conditions to be updated via this process.
The updates will go into effect for new clients beginning on May 13, 2023 and for existing users on May 20, 2023. Beginning on that date, you’ll be prompted to accept the updated Terms when you log in to your Podium account.
Special Note for AUS Clients: Prior to these updates, Podium maintained Australian Terms of Service separate from the terms applicable to Clients in the other countries we serve (US and Canada). To simplify this process for all Podium Clients moving forward, we have consolidated these different documents into a single set of Terms, which incorporates required elements of the previous Australia-specific terms. In particular, the main Terms now include provisions specific to AUS Clients (see, for example, Sections 7.3, 13.3, 14.2, and 16.17)(please note that if you are a Podium Client NOT located in Australia, such provisions do not apply to you). Additionally, these Terms now live within our Podium Legal Center, for easier access for all Clients.
In order to continue accessing/using Podium’s platform/services, you’ll need to accept the updated Terms. If you have any specific questions/concerns, we can help to address those. Please contact Podium Support at suppport@podium.com with any questions.
Again, if you or your company have entered into a separate written agreement with Podium concerning specific services, the terms of that agreement control if there is any conflict between that agreement and the updated Terms—unless the contract otherwise allows for the terms and conditions to be updated via this process.
Many of the latest updates to our Terms are to support recent or upcoming product/feature launches/updates, including but not limited to the following:
- Podium Phones
- Podium Payments
Please see the summaries below for a more detailed overview of key changes to our Terms.
Podium Payments allows you to provide a direct method for your customers to pay you for your goods and services. If you use our Payments Service, these terms apply to you. Please read through the Payments Service Terms in full to review the most recent updates.
Special Note for AUS Clients: In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Users for all Payments users. This document, along with our main Terms of Service, have incorporated key elements from our prior terms into one place. As part of this consolidation, we also updated certain language and definitions to provide better clarity and reformatted certain sections and numbering to improve overall structure and readability. These updated terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). Such terms, therefore, do not apply to Australia-based Clients.
Please see the summaries below for a more detailed overview of key changes to our Payments Service Terms.
Phones is an integrated VoIP service offered by Podium, which may include software and/or hardware to support communication with your customers. The Phones Service Terms apply to you if you purchase or use Podium Phones.
Please see the summaries below for a more detailed overview of key changes to our Phones Service Terms.
The Podium Referral Program provides certain benefits to our Clients, employees, and (depending on location) Friends of Podium when they refer others to Podium’s Services. We have updated our Referral Program Terms to support changes to this program in the United States and to launch a program in Australia. If you participate in the Podium Referral Program, these terms apply to you. Please read through the Referral Program Terms in full to understand the opportunity available and the provisions applicable to you.
Updates to the Terms of Service
- General Updates:
- Prior to these updates, Podium maintained Australian Terms of Service separate from our Terms of Service applicable to Clients in other countries. To simplify this process for all Podium Clients we have consolidated these different documents into a single global Terms of Service, which incorporates required elements of the previous Australia-specific terms. In particular, the Terms of Service now include provisions specific to AUS Clients (see, for example, Sections 7.3, 13.3, 14.2, and 16.17). Additionally, these Terms now live within our Podium Legal Center, for easier access for all Clients. If you are a Podium Client NOT located in Australia, such provisions do not apply to you.
- Numbering has been updated throughout to account for this consolidation of Terms.
- Section 1 (Definitions):
- We added an updated definition of “Laws” to include Australia-specific laws, rules, and regulations.
- This section also includes definitions for HIPAA, BAA, and PHI. These definitions do not apply to you if you are a Client located in Australia.
- Section 2.1 (Services): We updated this section to remove features/services Podium no longer offers and to include new features (or to update other features, such as changing the name of “Campaigns” to “Bulk Messaging”).
- Section 2.4 (Additional Terms): We updated this section to include terms for new or updated Services, including Payments, Phones (currently available in the US only); Podium Marketplace; Podium API; and the Podium Developer program. These Additional Terms only apply to the extent you purchase or are using these additional Services.
- Section 3.1 (Use of Services): We updated the link to our Acceptable Use Policy and added clarifying language regarding the use of the Services outside the Territory.
- Section 3.2 (Account Registration): We removed references to Podium’s Privacy Policy in favor of a new “Privacy and Data Processing” section, added as Section 4.6 (see below). We also added language clarifying that Podium is not liable for loss or damage arising from unauthorized use of Client’s account if such loss was not caused by Podium.
- Section 3.3 (Eligibility and Use by Others): We added clarifying language regarding Developer Partners and Third-Party Providers.
- Section 3.6 (General Restrictions): We updated this provision to reinforce that the Services may not be used to create competitive or derivative products/services.
- Section 4 (Client Data): This section includes several references to HIPAA and BAAs, which are applicable to US-based Clients ONLY.
- Section 4.5 (Storage): We made updates to clarify that after a Client’s agreement is terminated, Podium may delete all Client Data in its possession for that Client.
- Section 4.6 (Privacy and Data Processing): We added a new section to address Privacy and Data Processing. This section provides links to our Privacy Policy and our Data Processing Addendum, which governs how Podium processes any Covered Data as Client’s Processor or Service Provider.
- Section 5.1 (Warranty): We removed language relating to liability for false or inaccurate content published to an online review website because this is covered elsewhere in the Terms.
- Section 5.2 (Customer Consent; Intended Us of the Services): We removed references to “Campaigns” to account for the transition to “Bulk Messaging,” and updated language to clarify Client’s obligations when sending Marketing messages via the Services.
- Section 6.1 (Availability): We added language detailing Podium’s availability percentage commitment.
- Section 6.1 (Support): We added language explaining setup, onboarding, and support obligations.
- Section 7.2 (Payment of Fees): We added language to clarify Podium’s auto-renewal process, as well as Podium’s rights in the event of non-payment.
- Section 7.3 (Taxes): We added references to Goods and Services Tax (GST) for Australia-based Clients.
- Section 7.4 (Fee Increase): We added language to clarify when Fee increases become applicable and how Podium will notify Clients of those changes. We also added information relating to Fees for Payments.
- Section 8.1 (Term): We added language clarifying that Additional Services Client purchases during their subscription will be added to the same Subscription Term as their main Podium platform.
- Section 11 (Third-Party Providers and Third-Party Products): We updated language to clarify the definitions of “Third-Party Providers” and “Third-Party Products” and the relationship of those providers to Client and Podium.
- Section 12 (Indemnification)
- We added language relating to newer Podium features, including the Marketplace, API, and Developer program, as well as the updated definition of “Third-Party Providers.” We also added clarifying language regarding the process for defending claims.
- We added a section to clarify certain exclusions to Podium’s indemnification obligations.
- Section 13 (Disclaimers) (renumbered from Section 12.3)
- We added a section for Australia-based Clients regarding the Australian Consumer Law (ACL) and its relationship to Sections 13 and 14.
- Section 14 (Limitations of Liability) (renumbered from Section 12.4)
- We added language clarifying the meaning and impact of the Limitation of Liability provision.
- We added a section to clarify the effect of the ACL on Podium’s liability obligations.
- Section 15 (Dispute Resolution) (Renumbered from Section 13)
- We added language clarifying that mediation for Australia-based Clients will be handled in accordance with the Institute of Arbitrators and Mediators Australia Mediation Rules and that mediation will occur in Melbourne, Victoria, Australia.
- Section 16 (General) (renumbered from Section 14)
- We added language clarifying the assignment process.
- We added language that any notices to Podium may be sent via email to legal@podium.com.
- We added a new section to clarify that Podium may contact you via email or sms using the contact information you provide to Podium.
- We added a section to explain Podium’s Referral Program.
- We added a provision stating that the governing law and jurisdiction applicable to Australia-based Clients is Victoria, Australia.
Updates to the Payments Service Terms
- General Updates:
- In an effort to simplify Podium’s Terms for all Podium Clients, we have created a consolidated set of Payments Service Terms for all Payments users. This document, along with our main Terms of Service, incorporates key elements from our prior terms into one place.
- As part of this consolidation, we have updated certain language and definitions to provide better clarity, and we have reformatted certain sections and numbering to improve overall structure and readability.
- These updated Terms also include language relating to certain features that are not currently available in Australia (including Terminal Products, Premium Fraud Protection, and Stripe Capital). These terms, therefore, do not apply to Australia-based Clients.
Terminal Service
Effective May 17th 2022
DownloadTable of Contents
By using Podium’s Terminal Service (as defined below), or by signing or clicking accept to any Subscription Documentation referencing these terms, you agree to be bound by the following terms and conditions (the “Terminal Terms”).
These Terminal Terms incorporate by this reference the Podium Terms of Service and Podium Payments Service Terms, as may be updated from time to time. Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service and/or Podium Payments Service Terms. For the avoidance of doubt, all references to the “Agreement” will include these Terminal Terms. In the event of any conflict or inconsistency between these Terminal Terms and the Podium Terms of Service, these Terminal Terms will govern but solely with respect to the Terminal Services.
- DEFINITIONS.
- TERMINAL SERVICES.
- PURCHASE OF THE TERMINAL PRODUCT
- USE OF THE TERMINAL PRODUCTS
- SOFTWARE TERMS
- OWNERSHIP AND RIGHTS These Terminal Terms do not grant any rights or licenses in the Terminal Services, Terminal Products, or Software other than as expressly stated in these Terminal Terms. As between the parties, Podium owns all right, title and interest, including all intellectual property rights, in and to the Terminal Services, Terminal Products and Software. All rights not expressly granted are reserved.
- FEES
- BETA OR PRE-RELEASE VERSIONS Podium may from time to time provide Client with versions of the Terminal Services and/or Terminal Products that are identified by Podium as “pre-release” or “beta” (“Pre-release Versions”). Podium hereby grants Client, subject to the additional license restrictions set forth in Sections 2 and 3, which will apply to the Pre-release Versions as if they were Terminal Services and Terminal Products, a limited, non-transferable, non-exclusive, revocable license, without the right to sublicense, to use such Pre-release Versions for the sole purpose of testing and evaluation. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMINAL TERMS, ALL PRE-RELEASE VERSIONS ARE PROVIDED “AS IS,” WITHOUT ANY WARRANTIES, EXPRESS, IMPLIED, OR OTHERWISE (INCLUDING WITHOUT LIMITATION THE LIMITED HARDWARE WARRANTY PROVIDED HEREIN) AND PODIUM DISCLAIMS ANY IMPLIED REPRESENTATIONS, WARRANTIES, AND CONDITIONS WITH RESPECT TO THE TERMINAL PRODUCTS, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, SATISFACTORY QUALITY AND NON-INFRINGEMENT. CLIENT ACKNOWLEDGES THAT THE PRE-RELEASE VERSIONS ARE EXPERIMENTAL, HAVE NOT BEEN GENERALLY RELEASED, MAY CONTAIN DEFECTS AND DEFICIENCIES THAT PODIUM CANNOT OR WILL NOT CORRECT, AND THAT PODIUM WILL HAVE NO OBLIGATION TO RELEASE TO CLIENT ANY OF SUCH PRE-RELEASE VERSIONS AS A FINAL PRODUCT. Client assumes the entire risk as to the results and performance of Pre-Release Versions. Client acknowledges that Podium has the right to adopt and use any ideas or suggestions that Client makes or gives to Podium with respect to such Pre-release Versions, permanently and throughout the world, without compensation to Client.
- LIMITED HARDWARE WARRANTY AND SUPPORT
- TERMINAL SERVICES AND TERMINAL PRODUCT DISCLAIMER THE TERMINAL SERVICES AND TERMINAL PRODUCTS ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITH ALL FAULTS. EXCEPT AS EXPRESSLY STATED IN THESE TERMINAL TERMS, PODIUM PROVIDES NO EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, AND PODIUM DISCLAIMS ANY IMPLIED REPRESENTATIONS, WARRANTIES, AND CONDITIONS WITH RESPECT TO THE TERMINAL PRODUCTS, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, SATISFACTORY QUALITY AND NON-INFRINGEMENT, AS WELL AS ANY OTHER IMPLIED WARRANTIES, SUCH AS WARRANTIES REGARDING DATA LOSS, AVAILABILITY, ACCURACY, FUNCTIONALITY AND LACK OF VIRUSES. THIS SECTION APPLIES TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND IN ADDITION TO ANY LIMITATIONS AND DISCLAIMERS THAT MAY BE CONTAINED IN THE PODIUM TERMS OF SERVICE AND PAYMENTS SERVICE TERMS. ANY WARRANTIES, GUARANTEES OR CONDITIONS THAT CANNOT BE DISCLAIMED AS A MATTER OF LAW, BUT WHICH MAY BE LIMITED IN DURATION, LAST FOR ONE YEAR FROM THE DATE ON WHICH YOU RECEIVE A TERMINAL PRODUCT. Use of the Terminal Products in conjunction with any other products, such as hardware accessories, may lead to incompatibilities which cause the Terminal Products to not function correctly. As a consequence, all such use is at your own risk.
- LIMITATIONS ON PODIUM’S LIABILITY. Podium is not responsible for Client’s obligations to its Customers (including properly describing and delivering the goods or services being sold to Customers). You are solely responsible for, and Podium expressly disclaims all liability for, your compliance with applicable laws and obligations related to your provision of the goods or services to your Customers. This may include providing customer service, notification and handling of refunds or Consumer complaints, provision of receipts, registering your legal entity, or other actions not related to the Podium Services (including without limitation, the Terminal Services). You agree to indemnify Podium for any losses we incur based on your failure to properly describe or deliver goods or services, or comply with your legal or contractual obligations to Payment Service Provider or your Customers.
Effective April 27th 2022 to May 17th 2022
DownloadTable of Contents
By using Podium’s Terminal Service (as defined below), or by signing or clicking accept to any Subscription Documentation referencing these terms, you agree to be bound by the following terms and conditions (the “Terminal Terms”).
These Terminal Terms incorporate by this reference the Podium Terms of Service and Podium Payments Service Terms, as may be updated from time to time. Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service and/or Podium Payments Service Terms. For the avoidance of doubt, all references to the “Agreement” will include these Terminal Terms. In the event of any conflict or inconsistency between these Terminal Terms and the Podium Terms of Service, these Terminal Terms will govern but solely with respect to the Terminal Services.
- DEFINITIONS.
- TERMINAL SERVICES.
- PURCHASE OF THE TERMINAL PRODUCT
- USE OF THE TERMINAL PRODUCTS
- SOFTWARE TERMS
- OWNERSHIP AND RIGHTS These Terminal Terms do not grant any rights or licenses in the Terminal Services, Terminal Products, or Software other than as expressly stated in these Terminal Terms. As between the parties, Podium owns all right, title and interest, including all intellectual property rights, in and to the Terminal Services, Terminal Products and Software. All rights not expressly granted are reserved.
- FEES
- BETA OR PRE-RELEASE VERSIONS Podium may from time to time provide Client with versions of the Terminal Services and/or Terminal Products that are identified by Podium as “pre-release” or “beta” (“Pre-release Versions”). Podium hereby grants Client, subject to the additional license restrictions set forth in Sections 2 and 3, which will apply to the Pre-release Versions as if they were Terminal Services and Terminal Products, a limited, non-transferable, non-exclusive, revocable license, without the right to sublicense, to use such Pre-release Versions for the sole purpose of testing and evaluation. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMINAL TERMS, ALL PRE-RELEASE VERSIONS ARE PROVIDED “AS IS,” WITHOUT ANY WARRANTIES, EXPRESS, IMPLIED, OR OTHERWISE (INCLUDING WITHOUT LIMITATION THE LIMITED HARDWARE WARRANTY PROVIDED HEREIN) AND PODIUM DISCLAIMS ANY IMPLIED REPRESENTATIONS, WARRANTIES, AND CONDITIONS WITH RESPECT TO THE TERMINAL PRODUCTS, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, SATISFACTORY QUALITY AND NON-INFRINGEMENT. CLIENT ACKNOWLEDGES THAT THE PRE-RELEASE VERSIONS ARE EXPERIMENTAL, HAVE NOT BEEN GENERALLY RELEASED, MAY CONTAIN DEFECTS AND DEFICIENCIES THAT PODIUM CANNOT OR WILL NOT CORRECT, AND THAT PODIUM WILL HAVE NO OBLIGATION TO RELEASE TO CLIENT ANY OF SUCH PRE-RELEASE VERSIONS AS A FINAL PRODUCT. Client assumes the entire risk as to the results and performance of Pre-Release Versions. Client acknowledges that Podium has the right to adopt and use any ideas or suggestions that Client makes or gives to Podium with respect to such Pre-release Versions, permanently and throughout the world, without compensation to Client.
- LIMITED HARDWARE WARRANTY AND SUPPORT
- TERMINAL SERVICES AND TERMINAL PRODUCT DISCLAIMER THE TERMINAL SERVICES AND TERMINAL PRODUCTS ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITH ALL FAULTS. EXCEPT AS EXPRESSLY STATED IN THESE TERMINAL TERMS, PODIUM PROVIDES NO EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, AND PODIUM DISCLAIMS ANY IMPLIED REPRESENTATIONS, WARRANTIES, AND CONDITIONS WITH RESPECT TO THE TERMINAL PRODUCTS, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, SATISFACTORY QUALITY AND NON-INFRINGEMENT, AS WELL AS ANY OTHER IMPLIED WARRANTIES, SUCH AS WARRANTIES REGARDING DATA LOSS, AVAILABILITY, ACCURACY, FUNCTIONALITY AND LACK OF VIRUSES. THIS SECTION APPLIES TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND IN ADDITION TO ANY LIMITATIONS AND DISCLAIMERS THAT MAY BE CONTAINED IN THE PODIUM TERMS OF SERVICE AND PAYMENTS SERVICE TERMS. ANY WARRANTIES, GUARANTEES OR CONDITIONS THAT CANNOT BE DISCLAIMED AS A MATTER OF LAW, BUT WHICH MAY BE LIMITED IN DURATION, LAST FOR ONE YEAR FROM THE DATE ON WHICH YOU RECEIVE A TERMINAL PRODUCT. Use of the Terminal Products in conjunction with any other products, such as hardware accessories, may lead to incompatibilities which cause the Terminal Products to not function correctly. As a consequence, all such use is at your own risk.
- LIMITATIONS ON PODIUM’S LIABILITY. Podium is not responsible for Client’s obligations to its Customers (including properly describing and delivering the goods or services being sold to Customers). You are solely responsible for, and Podium expressly disclaims all liability for, your compliance with applicable laws and obligations related to your provision of the goods or services to your Customers. This may include providing customer service, notification and handling of refunds or Consumer complaints, provision of receipts, registering your legal entity, or other actions not related to the Podium Services (including without limitation, the Terminal Services). You agree to indemnify Podium for any losses we incur based on your failure to properly describe or deliver goods or services, or comply with your legal or contractual obligations to Payment Service Provider or your Customers.
API Terms of Use
Effective November 21st 2023
DownloadTable of Contents
- Definitions.
- "API Documentation" means the API documentation described at https://docs.podium.com/docs, as updated from time to time.
- "API Credentials" means the secure keys, passwords, tokens, or other credentials Podium makes available to you to allow you to access the API.
- "Application" means any application developed by you to interact with the Podium API in compliance with the terms and conditions of this Agreement.
- "Client” means a business or entity, including their Authorized Users (as that term is defined in the Podium TOS) that is a user of the Podium Platform and/or Podium Services (as that term is defined in the Podium Terms of Service). If you are a Podium Client using the Podium API on your own behalf, “Client” means you.
- “Client Agreement” means the terms or agreement entered into between you and a Client, which govern the Client’s access to and use of your Application and services if you are acting as a Developer Partner on behalf of a Client or end user and not on your own behalf.
- “Client Data” means any data, content, or other information, including but not limited to any personal information or sensitive personal information, owned by or relating to a Client or their Customers. Client Data may include Customer Data.
- “Customer” means any individual or entity that is a client, customer, or patient of a Client, or that is a potential client, customer, or patient of a Client.
- “Customer Data” means data related to the identity, characteristics, and activities of Customers, collected or submitted to or via the Podium Platform by Client or by Customer(s).
- “Developer Partner” means a partner who develops an Application or otherwise accesses, connects to, or uses the Podium APIs.
- “Developer Portal” means portal, available at https://developer.podium.com/, by which a partner may sign up to become a Developer Partner and access related materials and documentation.
- "HIPAA" means the Health Information Technology for Economic and Clinical Health Act of 2009 (the "HITECH Act"), the Administrative Simplification section of the Health Insurance Portability and Accountability Act of 1996, as codified at 42 U.S.C. §1320d through d-8, as amended from time to time, and the requirements of any regulations promulgated under either the HITECH Act or HIPAA, including, without limitation, the federal privacy regulations as contained in 45 C.F.R. Parts 160 and 164, the federal security standards as contained in 45 C.F.R. Parts 160 and 162, and the federal standards for electronic transactions contained in 45 C.F.R. Parts 160, all as may be amended from time to time.
- “Partner Terms” means the Podium Partner Program Terms and Conditions.
- "Podium API" means the Podium public application programming interface and any API Documentation or other API materials made available by Podium via Podium.com (https://www.podium.com/) including all of its related applications, dashboards, platforms, or other web locations (individually and collectively, the “Website”) or otherwise in writing. The Podium API is a Beta Service as defined in the Partner Terms.
- “Podium Data” means any data, content, or other information owned by or relating to Podium.
- "Podium Marks" means Podium's proprietary trademarks, trade names, branding, or logos made available for use in connection with the API pursuant to this Agreement.
- "Podium Platform" means Podium's software-as-a-service and Payments platform as described on the Website or other written documentation provided to you by Podium, and all related services, applications, and technology.
- “Podium Marketplace” means the mechanism by which Clients can view, access, install, and purchase (as applicable) your Application. The Podium Marketplace is currently a Beta Service (as defined in the Partner Terms.
- “Podium TOS” means the Podium Terms of Service.
- “Territory” means the United States, Canada, and Australia.
Effective May 17th 2022 to November 21st 2023
DownloadTable of Contents
- Definitions.
- "API Documentation" means the API documentation described at https://docs.podium.com/docs, as updated from time to time.
- "API Credentials" means the secure keys, passwords, tokens, or other credentials Podium makes available to you to allow you to access the API.
- "Application" means any application developed by you to interact with the Podium API in compliance with the terms and conditions of this Agreement.
- "Client” means a business or entity, including their Authorized Users (as that term is defined in the Podium TOS) that is a user of the Podium Platform and/or Podium Services (as that term is defined in the Podium Terms of Service). If you are a Podium Client using the Podium API on your own behalf, “Client” means you.
- “Client Agreement” means the terms or agreement entered into between you and a Client, which govern the Client’s access to and use of your Application and services if you are acting as a Developer Partner on behalf of a Client or end user and not on your own behalf.
- “Client Data” means any data, content, or other information, including but not limited to any personal information or sensitive personal information, owned by or relating to a Client or their Customers. Client Data may include Customer Data.
- “Customer” means any individual or entity that is a client, customer, or patient of a Client, or that is a potential client, customer, or patient of a Client.
- “Customer Data” means data related to the identity, characteristics, and activities of Customers, collected or submitted to or via the Podium Platform by Client or by Customer(s).
- “Developer Partner” means a partner who develops an Application or otherwise accesses, connects to, or uses the Podium APIs.
- “Developer Portal” means portal, available at https://developer.podium.com/, by which a partner may sign up to become a Developer Partner and access related materials and documentation.
- "HIPAA" means the Health Information Technology for Economic and Clinical Health Act of 2009 (the "HITECH Act"), the Administrative Simplification section of the Health Insurance Portability and Accountability Act of 1996, as codified at 42 U.S.C. §1320d through d-8, as amended from time to time, and the requirements of any regulations promulgated under either the HITECH Act or HIPAA, including, without limitation, the federal privacy regulations as contained in 45 C.F.R. Parts 160 and 164, the federal security standards as contained in 45 C.F.R. Parts 160 and 162, and the federal standards for electronic transactions contained in 45 C.F.R. Parts 160, all as may be amended from time to time.
- “Partner Terms” means the Podium Partner Program Terms and Conditions.
- "Podium API" means the Podium public application programming interface and any API Documentation or other API materials made available by Podium via Podium.com (https://www.podium.com/) including all of its related applications, dashboards, platforms, or other web locations (individually and collectively, the “Website”) or otherwise in writing. The Podium API is a Beta Service as defined in the Partner Terms.
- “Podium Data” means any data, content, or other information owned by or relating to Podium.
- "Podium Marks" means Podium's proprietary trademarks, trade names, branding, or logos made available for use in connection with the API pursuant to this Agreement.
- "Podium Platform" means Podium's software-as-a-service and Payments platform as described on the Website or other written documentation provided to you by Podium, and all related services, applications, and technology.
- “Podium Marketplace” means the mechanism by which Clients can view, access, install, and purchase (as applicable) your Application. The Podium Marketplace is currently a Beta Service (as defined in the Partner Terms.
- “Podium TOS” means the Podium Terms of Service or, with respect to Clients located in Australia, the Podium Terms of Service (AU).
- “Territory” means the United States, Canada, and Australia.
Effective April 21st 2022 to May 17th 2022
DownloadTable of Contents
- Definitions.
- "API Documentation" means the API documentation described at https://docs.podium.com/docs, as updated from time to time.
- "API Credentials" means the secure keys, passwords, tokens, or other credentials Podium makes available to you to allow you to access the API.
- "Application" means any application developed by you to interact with the Podium API in compliance with the terms and conditions of this Agreement.
- "Client” means a business or entity, including their Authorized Users (as that term is defined in the Podium TOS) that is a user of the Podium Platform and/or Podium Services (as that term is defined in the Podium Terms of Service). If you are a Podium Client using the Podium API on your own behalf, “Client” means you.
- “Client Agreement” means the terms or agreement entered into between you and a Client, which govern the Client’s access to and use of your Application and services if you are acting as a Developer Partner on behalf of a Client or end user and not on your own behalf.
- “Client Data” means any data, content, or other information, including but not limited to any personal information or sensitive personal information, owned by or relating to a Client or their Customers. Client Data may include Customer Data.
- “Customer” means any individual or entity that is a client, customer, or patient of a Client, or that is a potential client, customer, or patient of a Client.
- “Customer Data” means data related to the identity, characteristics, and activities of Customers, collected or submitted to or via the Podium Platform by Client or by Customer(s).
- “Developer Partner” means a partner who develops an Application or otherwise accesses, connects to, or uses the Podium APIs.
- “Developer Portal” means portal, available at https://developer.podium.com/, by which a partner may sign up to become a Developer Partner and access related materials and documentation.
- "HIPAA" means the Health Information Technology for Economic and Clinical Health Act of 2009 (the "HITECH Act"), the Administrative Simplification section of the Health Insurance Portability and Accountability Act of 1996, as codified at 42 U.S.C. §1320d through d-8, as amended from time to time, and the requirements of any regulations promulgated under either the HITECH Act or HIPAA, including, without limitation, the federal privacy regulations as contained in 45 C.F.R. Parts 160 and 164, the federal security standards as contained in 45 C.F.R. Parts 160 and 162, and the federal standards for electronic transactions contained in 45 C.F.R. Parts 160, all as may be amended from time to time.
- “Partner Terms” means the Podium Partner Program Terms and Conditions.
- "Podium API" means the Podium public application programming interface and any API Documentation or other API materials made available by Podium via Podium.com (https://www.podium.com/) including all of its related applications, dashboards, platforms, or other web locations (individually and collectively, the “Website”) or otherwise in writing. The Podium API is a Beta Service as defined in the Partner Terms.
- “Podium Data” means any data, content, or other information owned by or relating to Podium.
- "Podium Marks" means Podium's proprietary trademarks, trade names, branding, or logos made available for use in connection with the API pursuant to this Agreement.
- "Podium Platform" means Podium's software-as-a-service and Payments platform as described on the Website or other written documentation provided to you by Podium, and all related services, applications, and technology.
- “Podium Marketplace” means the mechanism by which Clients can view, access, install, and purchase (as applicable) your Application. The Podium Marketplace is currently a Beta Service (as defined in the Partner Terms.
- “Podium TOS” means the Podium Terms of Service or, with respect to Clients located in Australia, the Podium Terms of Service (AU).
- “Territory” means the United States, Canada, and Australia.
Partner Terms of Service
Effective October 17th 2024
DownloadTable of Contents
Podium Partner Program Terms
This is an agreement between you (“Partner” or “you”) and Podium Corporation, Inc. (“Podium,” “we,” or “us”). By clicking to accept these terms, by enrolling in the Podium Partner Program (as defined herein), by marketing or offering Podium Product(s) or Service(s) to Leads or End User(s) (as defined below) under these terms, or by signing or clicking to accept any agreement referencing these Terms, you agree to all the applicable terms and conditions of these Podium Partner Terms (“Terms” or “Agreement”).
By accepting this Agreement you represent and warrant that you have the legal power and authority to enter into this Agreement. If Partner is an entity, you represent and warrant that this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
We may periodically update these Terms. We might also choose to replace these Terms in their entirety if, for example, the Podium Partner Program ends or becomes part of another program. If we update or replace the Terms we will notify you in accordance with Section 15.7 below. If you don’t agree to any material update or replacement, you may choose to terminate as we describe below.
This Agreement addresses different types of partner activities. Part A applies to all partner types. Part B applies to Reseller Partners and Part C applies to Referral Partners, each as defined below. If you do not participate in partner activities described in Parts B or C, then these Parts of the Agreement do not apply to you.
If you have entered into another agreement with Podium concerning your role as a Podium partner, the terms of that agreement control in the event of any conflict with these Terms.
PART A – TERMS APPLICABLE TO ALL PARTNERS
1. Definitions
1.1. "Content" means text, images, or other content that the Partner or End User selects or submits for use or incorporation with the Service.
1.2. "End User" means any person or entity that is a client or customer (or a potential client or customer) of Podium (“Client”) ,or is a Reseller Lead, or Referral Lead of Partner, and that purchases, accesses, or uses a Podium Service for its own use, but not for resale or further distribution.
1.3. "End User Subscription" means the agreed upon duration of an End User’s contract term for Podium Services, as specified in the applicable Podium Partner Agreement and/or End User Subscription Agreement. If no specific End User contract term requirements are specified in Partner’s Podium Partner Agreement and/or the applicable End User Subscription Agreement, the End User Subscription will mean 12 months.
1.4. "End User Subscription Agreement" means a quote, services or purchase agreement, order form, statement of work, online registration form, or other similar documentation, which details the Podium Services purchased by an End User and by which an End User agrees to a Subscription for Podium Services.
1.5. "End User Transaction" means the execution of an End User Subscription Agreement, whereby an End User contracts with Partner, or with Podium directly, for Podium Services.
1.6. “Lead” means a Reseller Lead or a Referral Lead, as applicable.
1.7. "Podium AI" means any of Podium’s artificial intelligence products or tools.
1.8. "Podium Partner Agreement" or “PPA” means a signed or otherwise executed or accepted agreement, including all attachments and/or exhibits, between Podium and Partner, referencing these Terms, authorizing Partner to participate in the Podium Partner Program, and detailing the specific terms applicable to Partner’s participation in the Podium Partner Program.
1.9. "Podium Product(s)" means the Podium Service(s) specified on Partner’s PPA, which Partner is authorized to sell, market, or promote, as applicable, but in no event will any “Podium Product” include any source code or object code. Provided however, Podium AI and/or any other Podium products developed after the date of the PPA shall not be automatically subject to any discounts, Partner fees, commissions, rebates, revenue shares, or any other Partner incentives.
1.10. "Partner Portal" means the website Podium assigns Partner access to in order for Partner to register a Lead, track the progress of Lead submissions, and monitor Referral or Reseller Payments, as applicable.
1.11. "Podium Service(s)" means, as more fully defined in Section 2.1 below, the specific proprietary product of Podium provided to Partner and/or End User for End User’s use during an End User Subscription. “Podium Services” does not include any Third-Party Product.
1.12. "Referral Lead" means a person, business, or entity submitted to Podium by a Podium Referral Partner in accordance with this Agreement for the purposes of entering into an End User Transaction for Podium Services and that is not otherwise a current Podium Client or has canceled a Podium Services subscription within the last 60 days.
1.13. "Referral Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a referral partner who is authorized to market to, solicit, and refer potential End Users to the Podium Products (as further described below).
1.14. “Reseller Lead” means a person, business, or entity submitted by a Podium Reseller Partner to Podium in accordance with the Terms of this Agreement for the purposes of entering into an End User Transaction.
1.15. "Reseller Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a reseller partner who is authorized under a Podium Partner Agreement to distribute, sell, and/or service the Podium Products and to contract with and bill End Users directly for purchased Podium Products (as further described below).
1.16. "Support Services" means any support and maintenance services related to the Podium Products.
1.17. "Territory" means the specific territory listed on Partner’s PPA. If no territory is listed on Partner’s PPA, “Territory” means the United States, Canada, and Australia.
1.18. "Third-Party Product" means any add-on, applications, integrations, software, code, online services, systems, and other products not developed by Podium.
Other terms are defined in other Sections of this Agreement
2. PODIUM TECHNOLOGY
2.1. Podium Services. Podium provides a proprietary multi-product platform that includes without limitation reputation management tools (“Reviews” and “Feedback”), messaging and communication tools (“Inbox,” “Webchat,” “Automations,” “Voice,” and “Campaigns”), payment processing and related services (“Payments”), Podium AI, certain Free Access Subscription or Beta Releases (as defined below), and any other services Podium may offer from time to time, including as more fully set forth at https://www.podium.com/pricing/ (together, the “Podium Services”). “Podium Services” also includes Podium.com (https://www.podium.com/), including all of its related applications, dashboards, or platforms (individually and collectively, the "Website") and any and all related or underlying documentation, technology, code, know-how, logos, and templates (including in any reports or output obtained from the Podium Services) related to the Podium Services, anything delivered as part of support or other services, and any updates, modifications, or derivative works of any of the foregoing, including as may incorporate any Feedback. To the extent that Partner will have direct access to the Podium Services for reporting purposes or otherwise, Partner will be subject to, and must agree to, the applicable provisions of the Podium Master Terms of Service, currently available at https://legal.podium.com/#termsofservice-us, as amended from time to time ("Podium Master Terms of Service").
2.2. Modifications of the Services/Products. Podium may modify the Podium Product(s) set forth in the applicable PPA to include or remove any Podium Services, provided that Podium notifies Partner in writing at least thirty (30) days before any material change.
2.3. Beta Releases. From time to time, Podium may, in its sole discretion, invite Partner to use, resell, or offer for referral potential new services or features that are in development and not yet available to all partners or Podium Clients (“Beta Services,” as more fully defined in Podium’s Master Terms of Service). Beta Services may be subject to additional terms and conditions, which Podium will provide to Partner prior to Partner's Use of the Beta Services. Such Beta Services and all associated conversations and materials relating thereto will be considered Confidential Information of Podium and subject to the confidentiality provisions of this Agreement. Podium makes no guarantees or promises with respect to the continued availability of any Beta Services or that future versions of a Beta Services will be released or will be available under the same commercial or other terms. Notwithstanding anything herein to the contrary, Podium may discontinue the Beta Services at any time for any reason or no reason in Podium’s sole discretion, without liability.
3. PODIUM PARTNER PROGRAM
3.1. Overview. Subject to these Terms and any applicable PPA, Podium will provide Partner the opportunity to market, promote, sell, and/or refer Leads to purchase, access, or use certain Podium Products, and, as applicable, onboard and support End User usage of those Podium Products, through the partner program as set forth herein (the “Podium Partner Program”). If expressly authorized by an applicable PPA, Partner may participate in multiple partner activities, as described herein. If Partner is authorized and participates in multiple partner activities, Partner will be subject to all terms of this Agreement applicable to those activities.
3.2. Partner Obligations.
(a) Eligibility. To be eligible to participate as a Partner in the Podium Partner Program, you must agree to and comply with all applicable terms and conditions of this Agreement, including any applicable PPA, for the duration of the Term. Podium may terminate this Agreement and/or discontinue partner payments to you in accordance with the Terms, including if you fail to meet any of the applicable Eligibility Criteria (as more fully defined below) at any time.
(b) Compliance with Applicable Laws. Partner will, and will ensure that any third parties performing sales, marketing, or referral activities on its behalf, comply with all applicable foreign and domestic laws (including without limitation export laws, privacy regulations, and laws applicable to sending of unsolicited communication), governmental regulations, ordinances, and judicial administrative orders. Partner will not engage in any deceptive, misleading, illegal, or unethical activities, or activities that otherwise may be detrimental to Podium, Podium’s Clients, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Podium Products. Partner will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. Partner will not directly or indirectly export, re-export, or transfer the Podium Products to prohibited countries or individuals or permit use of the Podium Products by prohibited countries or individuals.
(c) Partner Rights and Permissions. Partner represents and warrants that: (i) Partner has all sufficient rights and permissions to provide the Lead or End User data to Podium for our use in sales and marketing efforts or as otherwise set forth in the PPA and these Terms; (ii) Partner’s participation in the Podium Partner Program will not conflict with any of its existing agreements or arrangements; and (iii) Partner owns or has sufficient rights to use and to grant to Podium our right to use Partner logos and trademarks as set forth herein.
(d) Sales and Marketing Practices. In selling, marketing, and/or promoting the Podium Products and otherwise performing under this Agreement, Partner will (i) not make any representations, warranties, or guarantees concerning the Podium Products that are inconsistent with or in addition to those made by Podium in this Agreement; or (ii) not advertise the Podium Product(s) at retail prices less than those set forth in the applicable PPA or as otherwise communicated to you in writing by your assigned Partner Manager.
(e) Cost of Marketing Activities. Unless otherwise set forth in the applicable PPA, Partner will bear all costs and expenses related to Partner’s marketing or promotion of Podium or the Podium Products under this Agreement.
(f) Duty to inform. Partner will promptly notify Podium of any information known to Partner that could reasonably lead to a claim, demand, or liability of or against Podium by any third party.
(g) Partner Manager. Each party will designate a single point of contact (“Partner Manager”) within its organization to manage the relationship established by this Agreement. Podium may change its Partner Manager at any time, and Partner may change its Partner Manager by providing written notice to Podium. The Partner Managers will meet as necessary to discuss the business relationship and manage the activities contemplated by this Agreement. Disputes, if any, that cannot be resolved by the Partner Managers will be escalated to more senior personnel for resolution.
4. PRICING, PAYMENTS, AND REPORTING
4.1 Pricing and Payments. Each party will make applicable payments of fees, commissions, rebates, revenue shares, and any other applicable payments under this Agreement according to the Terms and any applicable PPA. Unless agreed to in writing by Podium and the Partner, Podium does not provide discounts or pay any fees, commissions, rebates, revenue shares, or any other incentives related to Podium AI and/or any other Podium products developed after the date of the PPA.
4.3. Taxes. Other than net income taxes imposed on Podium, Partner will bear responsibility for all applicable taxes, duties, and other governmental charges (collectively, “taxes”) resulting from Partner’s activities under this Agreement. Partner will pay any additional taxes as are necessary to ensure that the net amounts received by Podium after all such taxes are paid are equal to the amounts that Podium would have been entitled to in accordance with this Agreement as if the taxes did not apply.
4.4. Records. During the Term of this Agreement and for three years after, Partner will maintain at its primary place of business full, true, and accurate books of account (kept in accordance with generally accepted accounting principles) and records concerning all transactions and activities under this Agreement. Such books and records will include and record, without limitation, all data that Partner is required to provide with respect to Podium Product purchases (including End User contact information) executed by Partner and any applicable Referral Leads.
4.5. Audit of Records. Podium, or its authorized agent, will have the right to examine and audit the books and records set forth in Section 4.3 at its own expense and upon reasonable prior notice during normal business hours. In the event of any dispute as to the sufficiency or accuracy of such records, Podium may have an independent auditor examine and certify such records at Podium’s expense, provided that Partner will be required to pay for such expenses if it is determined that Podium was underpaid amounts due to it, or that Partner was overpaid by Podium, by more than 5% for any annual period. Partner will make prompt adjustment to compensate for any errors or omissions disclosed by any such examination and certification of Partner’s records.
5. TERM AND TERMINATION
5.1. Term. Unless otherwise set forth in your PPA, this Agreement will commence upon the effective date of the applicable PPA and continue for 12 months (the “Initial Term”). This Agreement will automatically, and without further action by the parties hereto, renew for additional terms of 12 months (each a “Renewal Term” and together with the Initial Term, the “Term”), unless either party hereto provides written notice of non-renewal to the other party no later than thirty (30) days prior to the end of the then-current Term, or this Agreement is terminated as otherwise set forth herein.
5.2. Termination without Cause. Unless otherwise specified in any applicable PPA, Podium may terminate this Agreement without cause by giving you 30 days prior written notice. No refunds will be given for termination pursuant to this section.
5.3. Termination for Cause. If either party fails to perform any of its material obligations under this Agreement, the other party may terminate this Agreement by giving 30 days prior written notice if the matters set forth in such notice are not cured to the other party’s reasonable satisfaction within the 30-day period. Additionally, Partner may terminate this Agreement upon 30 days prior written notice, in the event Podium makes material changes to these Terms to which Partner does not agree.
5.4. No Liability for Termination. Except as expressly required by law, if either party terminates this Agreement in accordance with any of the provisions of this Agreement, neither party will be liable to the other because of such termination for compensation, reimbursement, or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures, inventory, investments, leases, or commitments in connection with the business or goodwill of Podium or Partner. Termination will not, however, relieve either party of obligations incurred prior to the effective date of the termination.
5.5. Effects of Termination. If this Agreement is terminated for any reason: (a) Partner will pay to Podium any fees, reimbursable expenses, compensation, and other amounts that have accrued prior to the effective date of the termination; (b) any and all liabilities accrued prior to the effective date of the termination will survive; (c) Partner will immediately cease use of and cease providing access to the Podium Products; and (d) Partner will immediately cease to use all Podium Trademarks, and any listing by Partner of Podium’s name in any website, directory, public record, or elsewhere, must be removed by Partner as soon as possible. If Podium terminates this Agreement under Section 5, Podium’s payment obligations under this Agreement will immediately cease. The following provisions will survive any expiration or termination of this Agreement: Sections 4, 5, 8, 9, 10, 11, 13, 14, and 15. End User Subscription Agreements executed directly between the End User and Podium will survive in accordance with their terms.
6. PODIUM NAME AND TRADEMARK USAGE
6.1. Use of Company Names. Podium may identify Partner in Podium advertising and marketing materials as a Podium partner. Partner may identify Podium as the supplier of the Podium Products in Partner’s advertising and marketing materials if such materials are approved in writing in advance by Podium, which approval will not be unreasonably withheld.
6.2. Use of Podium Trademarks. Subject to the provisions of this Section 6, during the Term, Partner will have the right to advertise the Podium Products with Podium trademarks, trade names, service marks, and logos of Podium (“Podium Trademarks”), subject to Podium’s prior inspection and written approval of all materials bearing Podium Trademarks. All representations of Podium Trademarks that Partner intends to use will first be submitted to Podium for approval (which will not be unreasonably withheld) of design, color, and other details, or will be exact copies of those used by Podium. Partner will fully comply with all guidelines, if any, communicated by Podium concerning the use of Podium Trademarks. Partner will not alter or remove any Podium Trademarks contained on or within the Podium Products. Additionally, Partner will not: (a) use the Podium Trademarks or variations or misspellings thereof in Partner’s business name, logo, branding, advertising, social media, or domain name (including without limitation top-level domains, sub-domains and page URLs), products, or services (including without limitation, in the name or design of any Application or Theme), unless granted express written permission by Podium in advance of each use; or (b) purchase or register search engine or other pay-per-click keywords (such as Google Ads), trademarks, email addresses, or domain names that use the Podium Trademarks or any variations or misspellings thereof that may be deceptively or confusingly similar to the Podium Trademarks.
6.3. Rights in Podium Trademarks. Except as set forth in this Section 6, nothing contained in this Agreement will grant or will be deemed to grant to Partner any right, title, or interest in or to Podium Trademarks. All uses of Podium Trademarks and related goodwill will inure solely to Podium. Partner will obtain no rights or goodwill with respect to any Podium Trademarks, other than as expressly set forth in this Agreement, and Partner irrevocably assigns to Podium all such right, title, interest, and goodwill, if any, in any Podium Trademarks. At no time during or after the Term of this Agreement will Partner challenge or assist others to challenge any Podium Trademarks (except to the extent expressly required by applicable law) or the registration thereof or attempt to register any Podium Trademarks or marks or trade names that are confusingly similar to those of Podium.
7. PROPRIETARY RIGHTS AND NOTICES
7.1. Proprietary Rights. Podium will own all right, title, and interest in and to the Podium Services. Partner will not act to jeopardize, limit, or interfere in any manner with Podium’s ownership of and rights with respect to the Podium Services. Partner will have only those rights in or to the Podium Services or Podium Products expressly granted to it pursuant to this Agreement.
7.2. Proprietary Rights Notices. Partner and its employees and agents will not remove or alter any trademark, trade name, copyright, patent, patent pending, or other proprietary notices, legends, symbols, or labels appearing on the Podium Services or related documentation delivered by Podium.
8. DATA & OWNERSHIP
8.1. Data Ownership. The parties agree that each party will retain all right, title, and interest worldwide in its inventions and all applicable intellectual property rights, as of the effective date of this Agreement or the applicable PPA, or discovered, conceived, or reduced to practice by such party during the Term. The parties further agree that data transmitted under this Agreement (including, but not limited to, reports, structured data, and visual representations of data), together with all intellectual property rights in such data (“Data”), will be owned as follows: (a) Data transferred by Partner to Podium (excluding any Data provided to Podium to which Partner would not otherwise have any ownership rights) will be owned by Partner; (b) Data on or stored in Podium’s Products, Services, and platform will be owned by Podium (excluding any Data provided by Partner to which Podium would not otherwise have any ownership rights).
8.2. Monitoring. Partner understands and agrees that Podium, and any third-party platform(s) Partner or its End User(s) use or access in connection with the Podium Service(s), may monitor and analyze Content submitted by Partner or End User (including but not limited to reviews, surveys, messages, chats, etc.) to improve the Podium Products, Podium Services or third-party platform; to improve Partner’s or End User’s experience using the Podium Products, Podium Services, or third-party platform; to customize and communicate informational or product offerings and promotions to Partner or End User; and/or to make the Podium Products, Podium Services, or third-party platform more helpful or useful to Partner, End User(s) and other users.
8.3. Feedback. If Partner elects to provide any suggestions, comments, improvements, information, ideas, or other feedback or related materials to Podium (collectively, "Feedback"), Partner hereby grants Podium a worldwide, perpetual, non-revocable, sublicensable, royalty-free right and license to use, copy, disclose, license, distribute, and exploit any such Feedback in any manner without any obligation, payment, or restriction based on intellectual property rights or otherwise. Nothing in this Agreement limits Podium’s right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise.
9. LIMITED WARRANTY AND DISCLAIMER
9.1. Limited Warranty. Each party represents and warrants to the other that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such party in accordance with its terms; (b) no authorization or approval from any third party is required in connection with such party’s execution, delivery, or performance of this Agreement; and (c) the execution, delivery, and performance of this Agreement does not violate the laws of any jurisdiction or the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.
9.2. WARRANTY DISCLAIMER.
(a) EXCEPT FOR THE EXPRESS WARRANTY PROVIDED IN SECTION 9.1, ALL PODIUM SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. NEITHER PODIUM NOR ITS SUPPLIERS MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. PODIUM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT PODIUM SERVICES WILL MEET PARTNER’S OR END USER’S REQUIREMENTS OR EXPECTATIONS, THAT PARTNER OR END USER DATA WILL BE ACCURATE, COMPLETE, OR PRESERVED WITHOUT LOSS, OR THAT PODIUM SERVICES WILL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE. PODIUM WILL NOT BE RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY END USER PROPERTIES, THIRD-PARTY PRODUCTS, THIRD-PARTY CONTENT, OR NON-PODIUM SERVICES (INCLUDING FOR ANY DELAYS, INTERRUPTIONS, TRANSMISSION ERRORS, SECURITY FAILURES, AND OTHER PROBLEMS CAUSED BY THESE ITEMS), FOR THE COLLECTION, USE, AND DISCLOSURE OF END USER DATA AUTHORIZED BY THIS AGREEMENT, OR FOR DECISIONS OR ACTIONS TAKEN (OR NOT TAKEN) BY END USER BASED UPON PODIUM SERVICES OR PODIUM’S RELATED TECHNOLOGY (INCLUDING CHANGES TO END USER PROPERTIES). THE DISCLAIMERS IN THIS SECTION WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN. PARTNER OR END USER MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, ANY STATUTORILY REQUIRED WARRANTIES UNDER APPLICABLE LAW, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD AND MAXIMUM EXTENT PERMITTED BY LAW.
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PODIUM SERVICES OR PODIUM ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PODIUM SERVICES WILL CREATE ANY WARRANTY REGARDING ANY OF THE PODIUM ENTITIES OR THE PODIUM SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. PODIUM DOES NOT PROVIDE ITS PARTNERS OR CLIENTS WITH LEGAL ADVICE REGARDING DATA PRIVACY OR COMPLIANCE WITH RELEVANT LAW IN ANY JURISDICTION, AND ANY STATEMENTS MADE BY PODIUM TO ITS PARTNERS OR CLIENT(S) WILL NOT CONSTITUTE LEGAL ADVICE. USE OF THE PODIUM SERVICES DOES NOT GUARANTEE COMPLIANCE WITH APPLICABLE LAWS IN ANY JURISDICTION.
10.2. Mitigation of Infringement Action. If permitted use of the Podium Products or Podium Services is, or in Podium’s reasonable opinion is likely to become, enjoined or materially diminished as a result of a proceeding arising under Section 10.1, then Podium will either: (a) procure the continuing right to use of the Podium Products or Podium Services; (b) replace or modify the Podium Products or Podium Services in a functionally equivalent manner so that it no longer infringes; or if, despite its commercially reasonable efforts, Podium is unable to do either (a) or (b), Podium will (c) terminate the licenses with respect to the Podium Products or Podium Services subject to the infringement claim and refund to Partner all unused fees pre-paid by Partner (if any).
10.3. Exceptions. Podium will have no obligation under this Section 10 for any alleged infringement or misappropriation to the extent that it arises out of or is based upon: (a) use of the Podium Products or Podium Services in combination with other products if such alleged infringement or misappropriation would not have arisen but for such combination; (b) Podium Products or Podium Services that are provided to comply with designs, requirements, or specifications required by or provided by Partner, if the alleged infringement or misappropriation would not have arisen but for the compliance with such designs, requirements, or specifications; (c) use of Podium Products or Podium Services for purposes not intended; (d) failure to use Podium Products or Podium Services in accordance with instructions provided by Podium, if the alleged infringement or misappropriation would not have occurred but for such failure; or (e) any modification of the Podium Products or Podium Services not made or authorized in writing by Podium where such alleged infringement or misappropriation would not have occurred absent such modification. Partner is responsible for any costs or damages that result from these actions.
10.4. Exclusive Remedy. This Section 10 states Podium’s sole and exclusive liability, and Partner’s sole and exclusive remedy, for the actual or alleged infringement or misappropriation of any third-party intellectual property right by the Podium Products or Podium Services.
11. PARTNER INDEMNIFICATION
11.1. Partner will indemnify and hold Podium harmless from and against any third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (a) any breach or alleged breach of Partner’s obligations under this Agreement, including but not limited to Podium’s use, as contemplated in this Agreement, of any Partner or End User information provided to Podium by Partner; (b) Partner’s negligence or willful misconduct; and (c) any claim of a governmental entity or other party that Partner has violated any law, rule, or regulation. Partner also agrees to defend Podium against these claims at Podium’s request, but Podium may participate in any claim through counsel of its own choosing, and the parties will reasonably cooperate on any defense. Partner must not settle any claim without Podium’s prior written consent if the settlement does not fully release Podium from liability or would require Podium to admit fault, pay any amounts, or take or refrain from taking any action.
12. INSURANCE
12.1. Required Coverage. During the Term of this Agreement, Partner, at its sole cost and expense, will carry and maintain insurance with a reputable company or companies insuring Partner, its agents, employees, and associates from general liability, specifically covering personal and bodily injury and property damage. Partner must obtain insurance with limits reasonable for a company such as Partner.
12.2. Proof of Insurance. Upon written request, Partner will provide Podium with a Certificate of Insurance stating that the foregoing insurance policies are in full force and effect. Partner will require each insurer to give Partner 30 days’ written notice before the policy or policies are canceled or materially altered.
13. CONFIDENTIAL INFORMATION
13.1. Definition. “Confidential Information” means any trade secrets or other information of a party, whether of a technical, business, or other nature (including, without limitation, information relating to a party’s technology, software, products, services, designs, methodologies, business plans, finances, marketing plans, customers, prospects, or other affairs), that is disclosed to a party during the Term of this Agreement and that such party knows or has reason to know is confidential, proprietary, or trade secret information of the disclosing party. Confidential Information does not include any information that: (a) was known to the receiving party prior to receiving the same from the disclosing party in connection with this Agreement; (b) is independently developed by the receiving party without use of or reference to the Confidential Information of the disclosing party; (c) is acquired by the receiving party from another source without restriction as to use or disclosure; or (d) is or becomes part of the public domain through no fault or action of the receiving party.
13.2. Restricted Use and Nondisclosure. During and after the Term of this Agreement, each party will: (a) use the other party’s Confidential Information solely for the purpose for which it is provided; (b) not disclose the other party’s Confidential Information to a third party unless the third party must access the Confidential Information to perform in accordance with this Agreement, and the third party has executed a written agreement that contains terms that are substantially similar to the terms contained in this Section 13; and (c) maintain the secrecy of, and protect from unauthorized use and disclosure, the other party’s Confidential Information to the same extent (but using no less than a reasonable degree of care) that it protects its own Confidential Information of a similar nature.
13.3. Required Disclosure. If either party is required by law to disclose the Confidential Information or the Terms, the disclosing party must give prompt written notice of such requirement before such disclosure, to the extent permitted by law, and assist the non-disclosing party in obtaining an order protecting the Confidential Information from public disclosure.
13.4. Return of Materials. Upon the termination or expiration of this Agreement, or upon earlier request, each party will deliver to the other or destroy all Confidential Information that it may have in its possession or control. Notwithstanding the foregoing, neither party will be required to return materials that it must retain in order to receive the benefits of this Agreement or properly perform in accordance with this Agreement.
14. LIMITATION OF LIABILITY
14.1. IN NO EVENT WILL PODIUM, ITS SHAREHOLDERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL PODIUM’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE PODIUM SERVICES AND PODIUM PRODUCTS (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED IN AGGREGATE THE TOTAL AMOUNT PAID OR PAYABLE BY PARTNER TO PODIUM IN RELATION TO THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. THE PARTIES AGREE THAT THIS SECTION WILL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PODIUM PARTNER PROGRAM CAN BE MADE AVAILABLE ONLY BECAUSE OF PODIUM’S RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. SOME STATES LIMIT THE APPLICABILITY OF SUCH LIMITATIONS AND DISCLAIMERS. IN THOSE STATES, THE LIMITATIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT ALLOWED BY LAW.
15. GENERAL
15.1. Independent Contractors. Although the term “partner” is used throughout the Agreement, the relationship of the parties established by this Agreement is that of independent contractors, and nothing contained in this Agreement should be construed to give either party the power to: (a) act as an agent; or (b) direct or control the day-to-day activities of the other. Financial and other obligations associated with each party’s business are the sole responsibility of that party.
15.2. Non-Exclusivity. Nothing in this Agreement is intended to create, nor will it be construed as creating, any exclusive arrangement between the parties to this Agreement. This Agreement will not restrict either party from entering into similar arrangements with others, provided it does not breach its obligations under this Agreement by doing so, including without limitation, any confidentiality obligations. Additionally, Podium is not precluded from discussing, reviewing, developing for itself, having developed, acquiring, licensing, or developing for or by third parties, as well as marketing and distributing materials, products or services which are competitive with Partner’s products or services, regardless of their similarity to Partner’s products or services, provided that Podium does violate its confidentiality obligations to do so.
15.3. Direct Sales by Podium. Podium reserves the unrestricted right to market, distribute, sell, and upsell the Podium Products and Podium Services worldwide, including without limitation through original equipment manufacturers, value added resellers, and other third-party intermediaries, and directly to End Users.
15.4. Assignability. Partner may not assign its rights, duties, or obligations under this Agreement without Podium’s prior written consent, except in connection with a merger, acquisition, or sale or exclusive license of all or substantially all of Partner’s assets to a party that could not reasonably be deemed a competitor of Podium. If consent is given, this Agreement will bind Partner’s successors and assigns. Any attempt by Partner to transfer its rights, duties, or obligations under this Agreement except as expressly provided in this Agreement is void.
15.5. Non-Solicitation; Noncompetition. During the Term of this Agreement and for a period of one year thereafter, Partner will not, directly or indirectly, (a) employ or solicit the employment or services of an employee of Podium; or (b) develop or offer for sale, or license, to any End User or other third party any tools or services that directly compete with or are substantially similar to any Podium Services without the prior express written consent of Podium.
15.6. Notices. Any notice or communication to Podium under this Agreement must be in writing. Partner must send any notices under this Agreement (including breach notices) to Podium Headquarters and include "Attn. Legal Department" in the subject line or, if by email, to legal@podium.com. Podium may send notices to the email addresses listed on Partner’s PPA or Partner Portal account, or, at Podium’s option, to Partner’s last-known postal address.
15.7. Amendments; Waivers. Podium may update or modify these Terms (including referenced policies and other documents) from time to time by posting a revised version on the Website, Podium Service, or Partner Portal, or by notification via the email associated with your Podium Partner account. If a change to these Terms materially modifies your rights or obligations, you may be required to click through the updated Terms to show acceptance and to continue your activity as a partner. Material modifications are effective upon the earlier of your acceptance of the modified Terms or upon your next subsequent Renewal Term. Your continued activity as a Partner, following notice of any material update, will also constitute acceptance of the updated Terms. Immaterial modifications will become effective upon posting or notification. If you do not agree to the updated Terms, you will no longer have the right to continue as a Podium Partner. No waiver will be implied from conduct or failure to enforce or exercise rights under this Agreement. No waiver of any provision of this Agreement will constitute a waiver of any other provision, whether or not similar, nor will any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement will not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision. Waivers must be made in writing and executed by a duly authorized representative of the waiving party.
15.8. Force Majeure. Neither party will be liable for any delay or failure to perform its obligations under this Agreement (except Partner’s payment obligations to Podium) if the delay or failure is due to causes beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, natural disaster, disruption in transportation systems, disruption of labor force, national or state emergency, epidemic, pandemic, communicable disease outbreak, failure or reduction of power or telecommunications or data networks or services, or government act or order. Each party will use reasonable efforts to mitigate the effect of any force majeure event.
15.9. Governing Law. This Agreement is governed by the laws of the State of Utah and the United States, without regard to choice or conflict of law rules thereof. The exclusive jurisdiction and venue for actions related to the subject matter of this Agreement will be the state courts located in Salt Lake County or Utah County, Utah or the United States District Court for the District of Utah, and both parties submit to the personal jurisdiction of these courts.
15.10. Severability; Binding Effect. If any provision of this Agreement is found by any court of competent jurisdiction to be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms will not be impaired. The Agreement will be binding on and inure to the benefit of the parties and their heirs, personal representatives, successors, and permitted assigns.
15.11. Interpretation. The parties have had an equal opportunity to review this Agreement and the attached exhibits, if any. No ambiguity will be construed against any party based upon a claim that that party drafted the ambiguous language. The headings appearing at the beginning of several sections contained in this Agreement have been inserted for identification and reference purposes only and must not be used to construe or interpret this Agreement. Whenever required by context, a singular number will include the plural, the plural number will include the singular, and the gender of any pronoun will include all genders.
15.12. Counterparts. This Agreement may be executed in any number of identical counterparts, notwithstanding that the parties have not signed the same counterpart, with the same effect as if the parties had signed the same document. All counterparts will be construed as and constitute the same agreement. This Agreement may also be executed and delivered by facsimile or other electronic transmission and such execution and delivery will have the same force and effect of an original document with original signatures.
15.13. Entire Agreement. This Agreement, including all exhibits and the applicable PPA, is the final and complete expression of the agreement between these parties regarding the Agreement’s subject matter. This Agreement supersedes, and the terms of this Agreement govern, all previous oral and written communications regarding these matters, all of which are merged into this Agreement. No employee, agent, or other representative of Podium has any authority to bind Podium with respect to any statement, representation, warranty, or other expression unless the same is specifically set forth in this Agreement. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms of this Agreement. Any terms provided by Partner (including as part of any purchase order or other business form used by Partner) are for administrative purposes only and have no legal effect.
PART B- ADDITIONAL TERMS APPLICABLE TO RESELLER PARTNERS
In addition to the terms and conditions set forth in Part A above, this Part B applies to all partners designated as Reseller Partners in the applicable PPA.
1. RESELLER PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Reseller Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Reseller Partner by: (i) executing a valid PPA; or (ii) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms of the PPA and this Agreement, all as amended from time to time.
(d) Partner's End User Account cancellation percentages, in the aggregate, must remain below levels reasonably acceptable to Podium.
1.2. Authorization and Appointment. Subject to Partner’s acceptance of and ongoing compliance with these Terms and any applicable PPA, Podium hereby authorizes and appoints Partner as a non-exclusive reseller and distributor of the Podium Products specified in Partner’s PPA. Although the terms “distribute,” “sell,” and “sale” may be used throughout this Agreement, the parties recognize and agree that the Podium Products are only licensed and/or sublicensed, not sold.
1.3. License Grants and Restrictions
(a) License to Podium Products. Subject to the terms and conditions of this Agreement, Podium grants to Partner a limited, non-exclusive, non-transferable, non-sublicensable right to (i) resell the Podium Products to End Users in the Territory; (ii) make the Podium Products available to End Users; and (iii) unless otherwise specified in Partner’s PPA, internally use the Podium Products solely to support Partner’s rights and obligations under this Agreement.
(b) End User Sublicensing. Subject to these Terms, Partner may allow End Users to access and use the Podium Products. Prior to accessing or using the Podium Products, Partner must require each End User to accept Podium Master Terms of Service (currently available at https://legal.podium.com/#termsofservice-us). Partner will promptly notify Podium of any breach of a material obligation under the Podium Master Terms of Service. Any terms and conditions of any End User Subscription Agreement executed between Partner and End User in connection with a purchase of the Podium Products that are different from or in addition to the terms and conditions of the Podium Master Terms of Service are not binding on Podium and are ineffective. Each End User Subscription added by Partner will be contracted for a minimum of 12 months. If an End User terminates all services with Partner, including Podium Products, Partner may submit a written early contract termination request to Podium. Partner may not offer any discounts on Podium AI, unless otherwise agreed to in writing between Podium and Partner.
(c) Reseller Partner Responsibilities. Partner will prospect, identify, and promote Podium Products to Reseller Leads. Partner will register each Reseller Lead and applicable End User Transaction in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
(d) General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize End Users or other third parties to (i) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (ii) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (iii) develop methods to enable unauthorized use of the Podium Services; (iv) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (v) white label any Podium Services.
(e) Export Restrictions. Partner will not distribute the Podium Services outside the Territory or in any foreign territory where any of the Podium Master Terms of Service would be unenforceable, where the terms would not provide the protections to Podium and the Podium Services intended under this Agreement, or where there is a significant risk that the Podium Services would fall into the public domain. Partner will not directly or indirectly import, export, or re-export the Podium Services outside the United States without obtaining all permits and licenses as may be required by, and conforming with, all applicable laws and regulations of the governments of the United States and the foreign territory. Partner represents and warrants that Partner is not located in, under the control of, or a national or resident of any country on the United States Commerce Department’s Table of Denial Orders.
2. RESELLER LEAD & END USER TRANSACTION REGISTRATION
2.1. Requirements. Partner must identify and register Reseller Leads, and confirm all End User Transactions, through the Partner Portal or via any other registration method designated or approved by Podium in writing. Podium will provide Partner electronic or written confirmation of its acceptance or rejection of a Reseller Lead. Each Reseller Lead submitted to Podium that Podium has accepted will be referred to as a “Qualified Reseller Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Reseller Lead, the “Qualified Reseller Lead Date.” Following the Qualified Reseller Lead Date, Partner will have a three (3)-month period of non-solicitation from Podium, unless Partner notifies Podium that they are no longer in an active sales process. Upon completion of an End User Transaction, Partner will confirm such transaction by communicating it to Podium via the Partner Portal or in writing to Partner’s assigned Podium Partner Manager.
2.2. Acceptance. In order for a Reseller Lead to be accepted as a Qualified Reseller Lead, the following conditions must be met in each case:
(a) Partner must provide contact and other information sufficient to validate that the Reseller Lead is a legitimate entity, business, or person.
(b) Information submitted as a Reseller Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator of the Reseller Lead.
(c) If two or more Podium partners attempt to register the same Reseller Lead to Podium within a three (3)-month period, the first partner to submit the Reseller Lead will have rights to such Reseller Lead unless and until the Reseller Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Reseller Lead submission for any of the following reasons:
(a) Such Reseller Lead is:
(i) a current Client of Podium, or a former Client that has canceled its Podium Services subscription within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past three (3) months, or
(iv) a marketing lead of Podium at the time the applicable Reseller Lead is is submitted to Podium by Partner;
(b) Such Reseller Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Reseller Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Reseller Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium Acceptable Use Policy (currently available at https://legal.podium.com/#aup-us) (“Podium AUP”).;
(d) Partner fails submit the Reseller Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Reseller Lead is identified as a competitor to Podium.
3. PRODUCT ONBOARDING AND SUPPORT SERVICES
3.1. Delivery of Podium Products and API. Subject to Partner’s and, as applicable, each End User’s performance of its duties and obligations under this Agreement, including but not limited to timely payment of all applicable payments to Podium, Podium will use commercially reasonable efforts to make the Podium Services available to End Users following new End User Transaction. Upon Partner’s written request, Podium will deliver to Partner, at Podium’s option, either an application program interface (API) or defined user interface for transferring data to and from the Podium Services. If Partner accesses or uses any Podium API, Partner must comply with Podium’s applicable API policies, including the Podium API Terms of Use (currently available at https://partner-terms.podium.com/#api-tou-us).
3.2. Tiered Support. Unless otherwise specified in Partner’s PPA, Partner will provide primary support for the Podium Products and the components thereof. Podium will offer secondary support on technical issues, troubleshooting, and system integrations.
3.3. Technical Contacts. The individuals listed by Partner in the applicable PPA will be the primary contacts with regard to the Support Services. Partner party will provide Podium with written notice if its technical contact is changed. Partner will select technical contacts that have been trained in the operation of the Podium Products.
4. RESELLER PAYMENTS
4.1. Pricing & Payment. Partner will pay Podium the applicable fees for all End User Subscriptions according to the Reseller pricing specified in Partner’s PPA, including any exhibits attached thereto (“Reseller Fees”). Partner will be responsible for the Reseller Fees applicable to each End User Subscription beginning on the day the End User Transaction is confirmed in writing to Podium, and on a prorated basis for the remainder of the first month of each End User Subscription. Thereafter, Partner will pay the applicable Reseller Fees at the beginning of each month of the End User Subscription, except as otherwise agreed by the parties in writing. Partner is responsible to keep an active credit card on file with Podium for payment of all Reseller Fees. Credit card information may be updated through Podium’s Accounts Receivable team. Partner bears sole responsibility to pay for all accepted End User Subscriptions regardless of any non-payments by any of its End Users.
4.2. Currency and Late Payment. In the event Partner does not pay the Reseller Fees due for any End User’s Subscription within fifteen (15) days after notice of non-payment from Podium: (a) the unpaid fees will incur a late fee equal to the lesser of one and one-half percent (1.5%) per month or the maximum amount allowed by applicable law, and (b) Podium may suspend the End User’s access to the Podium Services while any payment is delinquent. Podium will communicate directly with End User if communication with Partner cannot be established. Unless otherwise specified in Partner’s PPA, all amounts payable under this Agreement are denominated in United States dollars, and Partner will pay all such amounts in United States dollars.
PART C- ADDITIONAL TERMS APPLICABLE TO REFERRAL PARTNER
In addition to the terms and conditions set forth in Part A above, this Part C applies to all partners designated as Referral Partners in the applicable PPA.
1. REFERRAL PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Referral Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Referral Partner by: (a) by executing a valid PPA or (b) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms set forth in the PPA and this Agreement, all as amended from time to time.
1.2. Appointment. Subject to the terms of this Agreement and the applicable PPA, Podium hereby appoints Partner as a non-exclusive representative in the Territory to market to, solicit, and/or refer potential End Users to Podium to purchase Podium Services. Partner will not have the authority, express or implied, to make any commitment or incur any obligation on behalf of Podium other than making referrals as set forth in this Agreement.
1.3. Referral Partner Responsibilities. Partner will prospect, identify, and promote Podium Services to Referral Leads. Partner will register each Referral Lead in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
1.4. General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize its employees or other third parties to (a) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (b) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (c) develop methods to enable unauthorized use of the Podium Services; (d) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (e) white label any Podium Services.
2. LEAD REGISTRATION
2.1. Requirements. Partner must identify and register Referral Leads through the Partner Portal or via any other registration method designated or approved by Podium in writing. Each Referral Lead must include, at a minimum, the information required in the Partner Portal registration form, or as otherwise specified by Podium, including but not limited to Referral Lead name and contact details. Podium will provide Partner electronic or written confirmation of its acceptance (or denial) of a Referral Lead. Each Referral Lead submitted to Podium which Podium has accepted in writing will be referred to as a “Qualified Referral Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Referral Lead, as the “Qualified Referral Lead Date.” To the extent Podium shares affiliate links with Partner for use with Referral Leads, Partner will not share such affiliate links publicly in any manner.
2.2. Acceptance. In order for a Referral Lead to be accepted as a Qualified Referral Lead, Partner must meet the following conditions:
(a) Partner must provide contact and other information sufficient to validate that the Referral Lead is a legitimate entity, business, or person.
(b) Information submitted for a Referral Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator.
(c) If two or more Podium Referral Partners refer the same Referral Lead to Podium within a three (3)-month period, the first partner to submit the Referral Lead information will earn the Referral Payment unless the Referral Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Referral Lead submission for any of the following reasons:
(a) Such Referral Lead is:
(i) a current Client of Podium, or a former Client that has canceled Podium within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past 30 days, or
(iv) a marketing lead of Podium at the time the applicable Referral Lead is made to Podium by Partner;
(b) Such Referral Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Referral Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Referral Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium AUP;
(d) Partner fails to submit the Referral Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Referral Lead is identified as a competitor to Podium.
3. REFERRAL PAYMENT
3.1. Referral Payment Calculation. Subject to the terms of this Agreement, Podium will pay Partner a one-time commission for each Qualified Referral Lead that completes an End User Transaction directly with Podium during the Term (the “Referral Payment”). The Referral Payment will be calculated as a percentage (using the percentage set forth in Partner’s PPA or the applicable Partner Portal commission report) of the annual subscription fees for each applicable End User Transaction (excluding subscription fees for Podium AI). For clarity, no Referral Payment(s) will be made on any non-subscription based Podium Services, including Podium Payments. Further, no Referral Payment(s) will be made on any subscriptions for Podium AI or any other Podium products developed after the date of the PPA, unless otherwise expressly agreed to in writing by the Podium and the Partner.
3.2. Referral Payment Schedule. Referral Payments will be calculated within the first week of the month following the applicable End User Transaction. The Referral Payment will be issued within forty-five (45) days after the end of the month in which the Referral Payment accrued.
3.3. Requirements. In order to receive payment under this Agreement, Partner must:
(a) Not be in breach of any of the terms and conditions of this Agreement;
(b) Provide to Podium all necessary information for payment, including but not limited to Partner’s banking account information and/or mailing address;
(c) Prior to commencing Partner activities, submit to Podium the necessary tax documents (i.e., a fully completed Form W-9 including Partner’s Tax Identification Number for U.S.-based partners, or Form W-8BEN or W-8BEN-E for non-U.S.- based partners); and
(d) Notify Podium in writing of any changes to Partner’s address, banking information, or other information necessary to complete a Referral Payment.
3.4. Delays; Forfeiture. Failure to submit Form W-9 (or Form W-8BEN or W-8BEN-E tax forms, where applicable) before the first payout of the Referral Payment or to keep payment information up to date may result in delay of payment. Additionally, notwithstanding the forgoing or anything to the contrary in this Agreement, if: (a) any of the requirements set forth in Section 3.3 above remain outstanding for six (6) months immediately following the End User Transaction for Partner’s Qualified Referral Lead, or (b) Podium has attempted to pay Partner a Referral Payment by bank transfer or by check at least twice and both attempts have been unsuccessful, then Partner’s right to receive a Referral Payment for that Qualified Referral Lead will be forever forfeited (“Forfeited Payment”). Podium assumes no obligation or responsibility to pay Partner a Referral Payment once it has been designated a Forfeited Payment.
Effective September 20th 2024 to October 17th 2024
DownloadTable of Contents
Podium Partner Program Terms
This is an agreement between you (“Partner” or “you”) and Podium Corporation, Inc. (“Podium,” “we,” or “us”). By clicking to accept these terms, by enrolling in the Podium Partner Program (as defined herein), by marketing or offering Podium Product(s) or Service(s) to Leads or End User(s) (as defined below) under these terms, or by signing or clicking to accept any agreement referencing these Terms, you agree to all the applicable terms and conditions of these Podium Partner Terms (“Terms” or “Agreement”).
By accepting this Agreement you represent and warrant that you have the legal power and authority to enter into this Agreement. If Partner is an entity, you represent and warrant that this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
We may periodically update these Terms. We might also choose to replace these Terms in their entirety if, for example, the Podium Partner Program ends or becomes part of another program. If we update or replace the Terms we will notify you in accordance with Section 15.7 below. If you don’t agree to any material update or replacement, you may choose to terminate as we describe below.
This Agreement addresses different types of partner activities. Part A applies to all partner types. Part B applies to Reseller Partners and Part C applies to Referral Partners, each as defined below. If you do not participate in partner activities described in Parts B or C, then these Parts of the Agreement do not apply to you.
If you have entered into another agreement with Podium concerning your role as a Podium partner, the terms of that agreement control in the event of any conflict with these Terms.
PART A – TERMS APPLICABLE TO ALL PARTNERS
1. Definitions
1.1. "Content" means text, images, or other content that the Partner or End User selects or submits for use or incorporation with the Service.
1.2. "End User" means any person or entity that is a client or customer (or a potential client or customer) of Podium (“Client”) ,or is a Reseller Lead, or Referral Lead of Partner, and that purchases, accesses, or uses a Podium Service for its own use, but not for resale or further distribution.
1.3. "End User Subscription" means the agreed upon duration of an End User’s contract term for Podium Services, as specified in the applicable Podium Partner Agreement and/or End User Subscription Agreement. If no specific End User contract term requirements are specified in Partner’s Podium Partner Agreement and/or the applicable End User Subscription Agreement, the End User Subscription will mean 12 months.
1.4. "End User Subscription Agreement" means a quote, services or purchase agreement, order form, statement of work, online registration form, or other similar documentation, which details the Podium Services purchased by an End User and by which an End User agrees to a Subscription for Podium Services.
1.5. "End User Transaction" means the execution of an End User Subscription Agreement, whereby an End User contracts with Partner, or with Podium directly, for Podium Services.
1.6. “Lead” means a Reseller Lead or a Referral Lead, as applicable.
1.7. "Podium AI" means any of Podium’s artificial intelligence products or tools.
1.8. "Podium Partner Agreement" or “PPA” means a signed or otherwise executed or accepted agreement, including all attachments and/or exhibits, between Podium and Partner, referencing these Terms, authorizing Partner to participate in the Podium Partner Program, and detailing the specific terms applicable to Partner’s participation in the Podium Partner Program.
1.9. "Podium Product(s)" means the Podium Service(s) specified on Partner’s PPA, which Partner is authorized to sell, market, or promote, as applicable, but in no event will any “Podium Product” include any source code or object code. Provided however, Podium AI and/or any other Podium products developed after the date of the PPA shall not be automatically subject to any discounts, Partner fees, commissions, rebates, revenue shares, or any other Partner incentives.
1.10. "Partner Portal" means the website Podium assigns Partner access to in order for Partner to register a Lead, track the progress of Lead submissions, and monitor Referral or Reseller Payments, as applicable.
1.11. "Podium Service(s)" means, as more fully defined in Section 2.1 below, the specific proprietary product of Podium provided to Partner and/or End User for End User’s use during an End User Subscription. “Podium Services” does not include any Third-Party Product.
1.12. "Referral Lead" means a person, business, or entity submitted to Podium by a Podium Referral Partner in accordance with this Agreement for the purposes of entering into an End User Transaction for Podium Services and that is not otherwise a current Podium Client or has canceled a Podium Services subscription within the last 60 days.
1.13. "Referral Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a referral partner who is authorized to market to, solicit, and refer potential End Users to the Podium Products (as further described below).
1.14. “Reseller Lead” means a person, business, or entity submitted by a Podium Reseller Partner to Podium in accordance with the Terms of this Agreement for the purposes of entering into an End User Transaction.
1.15. "Reseller Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a reseller partner who is authorized under a Podium Partner Agreement to distribute, sell, and/or service the Podium Products and to contract with and bill End Users directly for purchased Podium Products (as further described below).
1.16. "Support Services" means any support and maintenance services related to the Podium Products.
1.17. "Territory" means the specific territory listed on Partner’s PPA. If no territory is listed on Partner’s PPA, “Territory” means the United States, Canada, and Australia.
1.18. "Third-Party Product" means any add-on, applications, integrations, software, code, online services, systems, and other products not developed by Podium.
Other terms are defined in other Sections of this Agreement
2. PODIUM TECHNOLOGY
2.1. Podium Services. Podium provides a proprietary multi-product platform that includes without limitation reputation management tools (“Reviews” and “Feedback”), messaging and communication tools (“Inbox,” “Webchat,” “Automations,” “Voice,” and “Campaigns”), payment processing and related services (“Payments”), Podium AI, certain Free Access Subscription or Beta Releases (as defined below), and any other services Podium may offer from time to time, including as more fully set forth at https://www.podium.com/pricing/ (together, the “Podium Services”). “Podium Services” also includes Podium.com (https://www.podium.com/), including all of its related applications, dashboards, or platforms (individually and collectively, the "Website") and any and all related or underlying documentation, technology, code, know-how, logos, and templates (including in any reports or output obtained from the Podium Services) related to the Podium Services, anything delivered as part of support or other services, and any updates, modifications, or derivative works of any of the foregoing, including as may incorporate any Feedback. To the extent that Partner will have direct access to the Podium Services for reporting purposes or otherwise, Partner will be subject to, and must agree to, the applicable provisions of the Podium Master Terms of Service, currently available at https://legal.podium.com/#termsofservice-us, as amended from time to time ("Podium Master Terms of Service").
2.2. Modifications of the Services/Products. Podium may modify the Podium Product(s) set forth in the applicable PPA to include or remove any Podium Services, provided that Podium notifies Partner in writing at least thirty (30) days before any material change.
2.3. Beta Releases. From time to time, Podium may, in its sole discretion, invite Partner to use, resell, or offer for referral potential new services or features that are in development and not yet available to all partners or Podium Clients (“Beta Services,” as more fully defined in Podium’s Master Terms of Service). Beta Services may be subject to additional terms and conditions, which Podium will provide to Partner prior to Partner's Use of the Beta Services. Such Beta Services and all associated conversations and materials relating thereto will be considered Confidential Information of Podium and subject to the confidentiality provisions of this Agreement. Podium makes no guarantees or promises with respect to the continued availability of any Beta Services or that future versions of a Beta Services will be released or will be available under the same commercial or other terms. Notwithstanding anything herein to the contrary, Podium may discontinue the Beta Services at any time for any reason or no reason in Podium’s sole discretion, without liability.
3. PODIUM PARTNER PROGRAM
3.1. Overview. Subject to these Terms and any applicable PPA, Podium will provide Partner the opportunity to market, promote, sell, and/or refer Leads to purchase, access, or use certain Podium Products, and, as applicable, onboard and support End User usage of those Podium Products, through the partner program as set forth herein (the “Podium Partner Program”). If expressly authorized by an applicable PPA, Partner may participate in multiple partner activities, as described herein. If Partner is authorized and participates in multiple partner activities, Partner will be subject to all terms of this Agreement applicable to those activities.
3.2. Partner Obligations.
(a) Eligibility. To be eligible to participate as a Partner in the Podium Partner Program, you must agree to and comply with all applicable terms and conditions of this Agreement, including any applicable PPA, for the duration of the Term. Podium may terminate this Agreement and/or discontinue partner payments to you in accordance with the Terms, including if you fail to meet any of the applicable Eligibility Criteria (as more fully defined below) at any time.
(b) Compliance with Applicable Laws. Partner will, and will ensure that any third parties performing sales, marketing, or referral activities on its behalf, comply with all applicable foreign and domestic laws (including without limitation export laws, privacy regulations, and laws applicable to sending of unsolicited communication), governmental regulations, ordinances, and judicial administrative orders. Partner will not engage in any deceptive, misleading, illegal, or unethical activities, or activities that otherwise may be detrimental to Podium, Podium’s Clients, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Podium Products. Partner will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. Partner will not directly or indirectly export, re-export, or transfer the Podium Products to prohibited countries or individuals or permit use of the Podium Products by prohibited countries or individuals.
(c) Partner Rights and Permissions. Partner represents and warrants that: (i) Partner has all sufficient rights and permissions to provide the Lead or End User data to Podium for our use in sales and marketing efforts or as otherwise set forth in the PPA and these Terms; (ii) Partner’s participation in the Podium Partner Program will not conflict with any of its existing agreements or arrangements; and (iii) Partner owns or has sufficient rights to use and to grant to Podium our right to use Partner logos and trademarks as set forth herein.
(d) Sales and Marketing Practices. In selling, marketing, and/or promoting the Podium Products and otherwise performing under this Agreement, Partner will (i) not make any representations, warranties, or guarantees concerning the Podium Products that are inconsistent with or in addition to those made by Podium in this Agreement; or (ii) not advertise the Podium Product(s) at retail prices less than those set forth in the applicable PPA or as otherwise communicated to you in writing by your assigned Partner Manager.
(e) Cost of Marketing Activities. Unless otherwise set forth in the applicable PPA, Partner will bear all costs and expenses related to Partner’s marketing or promotion of Podium or the Podium Products under this Agreement.
(f) Duty to inform. Partner will promptly notify Podium of any information known to Partner that could reasonably lead to a claim, demand, or liability of or against Podium by any third party.
(g) Partner Manager. Each party will designate a single point of contact (“Partner Manager”) within its organization to manage the relationship established by this Agreement. Podium may change its Partner Manager at any time, and Partner may change its Partner Manager by providing written notice to Podium. The Partner Managers will meet as necessary to discuss the business relationship and manage the activities contemplated by this Agreement. Disputes, if any, that cannot be resolved by the Partner Managers will be escalated to more senior personnel for resolution.
4. PRICING, PAYMENTS, AND REPORTING
4.1 Pricing and Payments. Each party will make applicable payments of fees, commissions, rebates, revenue shares, and any other applicable payments under this Agreement according to the Terms and any applicable PPA. Unless agreed to in writing by Podium and the Partner, Podium does not provide discounts or pay any fees, commissions, rebates, revenue shares, or any other incentives related to Podium AI and/or any other Podium products developed after the date of the PPA.
4.3. Taxes. Other than net income taxes imposed on Podium, Partner will bear responsibility for all applicable taxes, duties, and other governmental charges (collectively, “taxes”) resulting from Partner’s activities under this Agreement. Partner will pay any additional taxes as are necessary to ensure that the net amounts received by Podium after all such taxes are paid are equal to the amounts that Podium would have been entitled to in accordance with this Agreement as if the taxes did not apply.
4.4. Records. During the Term of this Agreement and for three years after, Partner will maintain at its primary place of business full, true, and accurate books of account (kept in accordance with generally accepted accounting principles) and records concerning all transactions and activities under this Agreement. Such books and records will include and record, without limitation, all data that Partner is required to provide with respect to Podium Product purchases (including End User contact information) executed by Partner and any applicable Referral Leads.
4.5. Audit of Records. Podium, or its authorized agent, will have the right to examine and audit the books and records set forth in Section 4.3 at its own expense and upon reasonable prior notice during normal business hours. In the event of any dispute as to the sufficiency or accuracy of such records, Podium may have an independent auditor examine and certify such records at Podium’s expense, provided that Partner will be required to pay for such expenses if it is determined that Podium was underpaid amounts due to it, or that Partner was overpaid by Podium, by more than 5% for any annual period. Partner will make prompt adjustment to compensate for any errors or omissions disclosed by any such examination and certification of Partner’s records.
5. TERM AND TERMINATION
5.1. Term. Unless otherwise set forth in your PPA, this Agreement will commence upon the effective date of the applicable PPA and continue for 12 months (the “Initial Term”). This Agreement will automatically, and without further action by the parties hereto, renew for additional terms of 12 months (each a “Renewal Term” and together with the Initial Term, the “Term”), unless either party hereto provides written notice of non-renewal to the other party no later than thirty (30) days prior to the end of the then-current Term, or this Agreement is terminated as otherwise set forth herein.
5.2. Termination without Cause. Unless otherwise specified in any applicable PPA, Podium may terminate this Agreement without cause by giving you 30 days prior written notice. No refunds will be given for termination pursuant to this section.
5.3. Termination for Cause. If either party fails to perform any of its material obligations under this Agreement, the other party may terminate this Agreement by giving 30 days prior written notice if the matters set forth in such notice are not cured to the other party’s reasonable satisfaction within the 30-day period. Additionally, Partner may terminate this Agreement upon 30 days prior written notice, in the event Podium makes material changes to these Terms to which Partner does not agree.
5.4. No Liability for Termination. Except as expressly required by law, if either party terminates this Agreement in accordance with any of the provisions of this Agreement, neither party will be liable to the other because of such termination for compensation, reimbursement, or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures, inventory, investments, leases, or commitments in connection with the business or goodwill of Podium or Partner. Termination will not, however, relieve either party of obligations incurred prior to the effective date of the termination.
5.5. Effects of Termination. If this Agreement is terminated for any reason: (a) Partner will pay to Podium any fees, reimbursable expenses, compensation, and other amounts that have accrued prior to the effective date of the termination; (b) any and all liabilities accrued prior to the effective date of the termination will survive; (c) Partner will immediately cease use of and cease providing access to the Podium Products; and (d) Partner will immediately cease to use all Podium Trademarks, and any listing by Partner of Podium’s name in any website, directory, public record, or elsewhere, must be removed by Partner as soon as possible. If Podium terminates this Agreement under Section 5, Podium’s payment obligations under this Agreement will immediately cease. The following provisions will survive any expiration or termination of this Agreement: Sections 4, 5, 8, 9, 10, 11, 13, 14, and 15. End User Subscription Agreements executed directly between the End User and Podium will survive in accordance with their terms.
6. PODIUM NAME AND TRADEMARK USAGE
6.1. Use of Company Names. Podium may identify Partner in Podium advertising and marketing materials as a Podium partner. Partner may identify Podium as the supplier of the Podium Products in Partner’s advertising and marketing materials if such materials are approved in writing in advance by Podium, which approval will not be unreasonably withheld.
6.2. Use of Podium Trademarks. Subject to the provisions of this Section 6, during the Term, Partner will have the right to advertise the Podium Products with Podium trademarks, trade names, service marks, and logos of Podium (“Podium Trademarks”), subject to Podium’s prior inspection and written approval of all materials bearing Podium Trademarks. All representations of Podium Trademarks that Partner intends to use will first be submitted to Podium for approval (which will not be unreasonably withheld) of design, color, and other details, or will be exact copies of those used by Podium. Partner will fully comply with all guidelines, if any, communicated by Podium concerning the use of Podium Trademarks. Partner will not alter or remove any Podium Trademarks contained on or within the Podium Products. Additionally, Partner will not: (a) use the Podium Trademarks or variations or misspellings thereof in Partner’s business name, logo, branding, advertising, social media, or domain name (including without limitation top-level domains, sub-domains and page URLs), products, or services (including without limitation, in the name or design of any Application or Theme), unless granted express written permission by Podium in advance of each use; or (b) purchase or register search engine or other pay-per-click keywords (such as Google Ads), trademarks, email addresses, or domain names that use the Podium Trademarks or any variations or misspellings thereof that may be deceptively or confusingly similar to the Podium Trademarks.
6.3. Rights in Podium Trademarks. Except as set forth in this Section 6, nothing contained in this Agreement will grant or will be deemed to grant to Partner any right, title, or interest in or to Podium Trademarks. All uses of Podium Trademarks and related goodwill will inure solely to Podium. Partner will obtain no rights or goodwill with respect to any Podium Trademarks, other than as expressly set forth in this Agreement, and Partner irrevocably assigns to Podium all such right, title, interest, and goodwill, if any, in any Podium Trademarks. At no time during or after the Term of this Agreement will Partner challenge or assist others to challenge any Podium Trademarks (except to the extent expressly required by applicable law) or the registration thereof or attempt to register any Podium Trademarks or marks or trade names that are confusingly similar to those of Podium.
7. PROPRIETARY RIGHTS AND NOTICES
7.1. Proprietary Rights. Podium will own all right, title, and interest in and to the Podium Services. Partner will not act to jeopardize, limit, or interfere in any manner with Podium’s ownership of and rights with respect to the Podium Services. Partner will have only those rights in or to the Podium Services or Podium Products expressly granted to it pursuant to this Agreement.
7.2. Proprietary Rights Notices. Partner and its employees and agents will not remove or alter any trademark, trade name, copyright, patent, patent pending, or other proprietary notices, legends, symbols, or labels appearing on the Podium Services or related documentation delivered by Podium.
8. DATA & OWNERSHIP
8.1. Data Ownership. The parties agree that each party will retain all right, title, and interest worldwide in its inventions and all applicable intellectual property rights, as of the effective date of this Agreement or the applicable PPA, or discovered, conceived, or reduced to practice by such party during the Term. The parties further agree that data transmitted under this Agreement (including, but not limited to, reports, structured data, and visual representations of data), together with all intellectual property rights in such data (“Data”), will be owned as follows: (a) Data transferred by Partner to Podium (excluding any Data provided to Podium to which Partner would not otherwise have any ownership rights) will be owned by Partner; (b) Data on or stored in Podium’s Products, Services, and platform will be owned by Podium (excluding any Data provided by Partner to which Podium would not otherwise have any ownership rights).
8.2. Monitoring. Partner understands and agrees that Podium, and any third-party platform(s) Partner or its End User(s) use or access in connection with the Podium Service(s), may monitor and analyze Content submitted by Partner or End User (including but not limited to reviews, surveys, messages, chats, etc.) to improve the Podium Products, Podium Services or third-party platform; to improve Partner’s or End User’s experience using the Podium Products, Podium Services, or third-party platform; to customize and communicate informational or product offerings and promotions to Partner or End User; and/or to make the Podium Products, Podium Services, or third-party platform more helpful or useful to Partner, End User(s) and other users.
8.3. Feedback. If Partner elects to provide any suggestions, comments, improvements, information, ideas, or other feedback or related materials to Podium (collectively, "Feedback"), Partner hereby grants Podium a worldwide, perpetual, non-revocable, sublicensable, royalty-free right and license to use, copy, disclose, license, distribute, and exploit any such Feedback in any manner without any obligation, payment, or restriction based on intellectual property rights or otherwise. Nothing in this Agreement limits Podium’s right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise.
9. LIMITED WARRANTY AND DISCLAIMER
9.1. Limited Warranty. Each party represents and warrants to the other that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such party in accordance with its terms; (b) no authorization or approval from any third party is required in connection with such party’s execution, delivery, or performance of this Agreement; and (c) the execution, delivery, and performance of this Agreement does not violate the laws of any jurisdiction or the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.
9.2. WARRANTY DISCLAIMER.
(a) EXCEPT FOR THE EXPRESS WARRANTY PROVIDED IN SECTION 9.1, ALL PODIUM SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. NEITHER PODIUM NOR ITS SUPPLIERS MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. PODIUM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT PODIUM SERVICES WILL MEET PARTNER’S OR END USER’S REQUIREMENTS OR EXPECTATIONS, THAT PARTNER OR END USER DATA WILL BE ACCURATE, COMPLETE, OR PRESERVED WITHOUT LOSS, OR THAT PODIUM SERVICES WILL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE. PODIUM WILL NOT BE RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY END USER PROPERTIES, THIRD-PARTY PRODUCTS, THIRD-PARTY CONTENT, OR NON-PODIUM SERVICES (INCLUDING FOR ANY DELAYS, INTERRUPTIONS, TRANSMISSION ERRORS, SECURITY FAILURES, AND OTHER PROBLEMS CAUSED BY THESE ITEMS), FOR THE COLLECTION, USE, AND DISCLOSURE OF END USER DATA AUTHORIZED BY THIS AGREEMENT, OR FOR DECISIONS OR ACTIONS TAKEN (OR NOT TAKEN) BY END USER BASED UPON PODIUM SERVICES OR PODIUM’S RELATED TECHNOLOGY (INCLUDING CHANGES TO END USER PROPERTIES). THE DISCLAIMERS IN THIS SECTION WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN. PARTNER OR END USER MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, ANY STATUTORILY REQUIRED WARRANTIES UNDER APPLICABLE LAW, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD AND MAXIMUM EXTENT PERMITTED BY LAW.
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PODIUM SERVICES OR PODIUM ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PODIUM SERVICES WILL CREATE ANY WARRANTY REGARDING ANY OF THE PODIUM ENTITIES OR THE PODIUM SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. PODIUM DOES NOT PROVIDE ITS PARTNERS OR CLIENTS WITH LEGAL ADVICE REGARDING DATA PRIVACY OR COMPLIANCE WITH RELEVANT LAW IN ANY JURISDICTION, AND ANY STATEMENTS MADE BY PODIUM TO ITS PARTNERS OR CLIENT(S) WILL NOT CONSTITUTE LEGAL ADVICE. USE OF THE PODIUM SERVICES DOES NOT GUARANTEE COMPLIANCE WITH APPLICABLE LAWS IN ANY JURISDICTION.
10.2. Mitigation of Infringement Action. If permitted use of the Podium Products or Podium Services is, or in Podium’s reasonable opinion is likely to become, enjoined or materially diminished as a result of a proceeding arising under Section 10.1, then Podium will either: (a) procure the continuing right to use of the Podium Products or Podium Services; (b) replace or modify the Podium Products or Podium Services in a functionally equivalent manner so that it no longer infringes; or if, despite its commercially reasonable efforts, Podium is unable to do either (a) or (b), Podium will (c) terminate the licenses with respect to the Podium Products or Podium Services subject to the infringement claim and refund to Partner all unused fees pre-paid by Partner (if any).
10.3. Exceptions. Podium will have no obligation under this Section 10 for any alleged infringement or misappropriation to the extent that it arises out of or is based upon: (a) use of the Podium Products or Podium Services in combination with other products if such alleged infringement or misappropriation would not have arisen but for such combination; (b) Podium Products or Podium Services that are provided to comply with designs, requirements, or specifications required by or provided by Partner, if the alleged infringement or misappropriation would not have arisen but for the compliance with such designs, requirements, or specifications; (c) use of Podium Products or Podium Services for purposes not intended; (d) failure to use Podium Products or Podium Services in accordance with instructions provided by Podium, if the alleged infringement or misappropriation would not have occurred but for such failure; or (e) any modification of the Podium Products or Podium Services not made or authorized in writing by Podium where such alleged infringement or misappropriation would not have occurred absent such modification. Partner is responsible for any costs or damages that result from these actions.
10.4. Exclusive Remedy. This Section 10 states Podium’s sole and exclusive liability, and Partner’s sole and exclusive remedy, for the actual or alleged infringement or misappropriation of any third-party intellectual property right by the Podium Products or Podium Services.
11. PARTNER INDEMNIFICATION
11.1. Partner will indemnify and hold Podium harmless from and against any third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (a) any breach or alleged breach of Partner’s obligations under this Agreement, including but not limited to Podium’s use, as contemplated in this Agreement, of any Partner or End User information provided to Podium by Partner; (b) Partner’s negligence or willful misconduct; and (c) any claim of a governmental entity or other party that Partner has violated any law, rule, or regulation. Partner also agrees to defend Podium against these claims at Podium’s request, but Podium may participate in any claim through counsel of its own choosing, and the parties will reasonably cooperate on any defense. Partner must not settle any claim without Podium’s prior written consent if the settlement does not fully release Podium from liability or would require Podium to admit fault, pay any amounts, or take or refrain from taking any action.
12. INSURANCE
12.1. Required Coverage. During the Term of this Agreement, Partner, at its sole cost and expense, will carry and maintain insurance with a reputable company or companies insuring Partner, its agents, employees, and associates from general liability, specifically covering personal and bodily injury and property damage. Partner must obtain insurance with limits reasonable for a company such as Partner.
12.2. Proof of Insurance. Upon written request, Partner will provide Podium with a Certificate of Insurance stating that the foregoing insurance policies are in full force and effect. Partner will require each insurer to give Partner 30 days’ written notice before the policy or policies are canceled or materially altered.
13. CONFIDENTIAL INFORMATION
13.1. Definition. “Confidential Information” means any trade secrets or other information of a party, whether of a technical, business, or other nature (including, without limitation, information relating to a party’s technology, software, products, services, designs, methodologies, business plans, finances, marketing plans, customers, prospects, or other affairs), that is disclosed to a party during the Term of this Agreement and that such party knows or has reason to know is confidential, proprietary, or trade secret information of the disclosing party. Confidential Information does not include any information that: (a) was known to the receiving party prior to receiving the same from the disclosing party in connection with this Agreement; (b) is independently developed by the receiving party without use of or reference to the Confidential Information of the disclosing party; (c) is acquired by the receiving party from another source without restriction as to use or disclosure; or (d) is or becomes part of the public domain through no fault or action of the receiving party.
13.2. Restricted Use and Nondisclosure. During and after the Term of this Agreement, each party will: (a) use the other party’s Confidential Information solely for the purpose for which it is provided; (b) not disclose the other party’s Confidential Information to a third party unless the third party must access the Confidential Information to perform in accordance with this Agreement, and the third party has executed a written agreement that contains terms that are substantially similar to the terms contained in this Section 13; and (c) maintain the secrecy of, and protect from unauthorized use and disclosure, the other party’s Confidential Information to the same extent (but using no less than a reasonable degree of care) that it protects its own Confidential Information of a similar nature.
13.3. Required Disclosure. If either party is required by law to disclose the Confidential Information or the Terms, the disclosing party must give prompt written notice of such requirement before such disclosure, to the extent permitted by law, and assist the non-disclosing party in obtaining an order protecting the Confidential Information from public disclosure.
13.4. Return of Materials. Upon the termination or expiration of this Agreement, or upon earlier request, each party will deliver to the other or destroy all Confidential Information that it may have in its possession or control. Notwithstanding the foregoing, neither party will be required to return materials that it must retain in order to receive the benefits of this Agreement or properly perform in accordance with this Agreement.
14. LIMITATION OF LIABILITY
14.1. IN NO EVENT WILL PODIUM, ITS SHAREHOLDERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL PODIUM’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE PODIUM SERVICES AND PODIUM PRODUCTS (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED IN AGGREGATE THE TOTAL AMOUNT PAID OR PAYABLE BY PARTNER TO PODIUM IN RELATION TO THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. THE PARTIES AGREE THAT THIS SECTION WILL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PODIUM PARTNER PROGRAM CAN BE MADE AVAILABLE ONLY BECAUSE OF PODIUM’S RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. SOME STATES LIMIT THE APPLICABILITY OF SUCH LIMITATIONS AND DISCLAIMERS. IN THOSE STATES, THE LIMITATIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT ALLOWED BY LAW.
15. GENERAL
15.1. Independent Contractors. Although the term “partner” is used throughout the Agreement, the relationship of the parties established by this Agreement is that of independent contractors, and nothing contained in this Agreement should be construed to give either party the power to: (a) act as an agent; or (b) direct or control the day-to-day activities of the other. Financial and other obligations associated with each party’s business are the sole responsibility of that party.
15.2. Non-Exclusivity. Nothing in this Agreement is intended to create, nor will it be construed as creating, any exclusive arrangement between the parties to this Agreement. This Agreement will not restrict either party from entering into similar arrangements with others, provided it does not breach its obligations under this Agreement by doing so, including without limitation, any confidentiality obligations. Additionally, Podium is not precluded from discussing, reviewing, developing for itself, having developed, acquiring, licensing, or developing for or by third parties, as well as marketing and distributing materials, products or services which are competitive with Partner’s products or services, regardless of their similarity to Partner’s products or services, provided that Podium does violate its confidentiality obligations to do so.
15.3. Direct Sales by Podium. Podium reserves the unrestricted right to market, distribute, sell, and upsell the Podium Products and Podium Services worldwide, including without limitation through original equipment manufacturers, value added resellers, and other third-party intermediaries, and directly to End Users.
15.4. Assignability. Partner may not assign its rights, duties, or obligations under this Agreement without Podium’s prior written consent, except in connection with a merger, acquisition, or sale or exclusive license of all or substantially all of Partner’s assets to a party that could not reasonably be deemed a competitor of Podium. If consent is given, this Agreement will bind Partner’s successors and assigns. Any attempt by Partner to transfer its rights, duties, or obligations under this Agreement except as expressly provided in this Agreement is void.
15.5. Non-Solicitation; Noncompetition. During the Term of this Agreement and for a period of six months thereafter, neither party hereto will solicit any End User of the other party to cease doing business with such other party; provided, however, that this provision will not limit the ability of a party to continue servicing such End User(s) with respect to services performed by such party during the Term of this Agreement. Additionally, during the Term of this Agreement and for a period of one year thereafter, Partner will not, directly or indirectly, (a) employ or solicit the employment or services of an employee of Podium; or (b) develop or offer for sale, or license, to any End User or other third party any tools or services that directly compete with or are substantially similar to any Podium Services without the prior express written consent of Podium.
15.6. Notices. Any notice or communication to Podium under this Agreement must be in writing. Partner must send any notices under this Agreement (including breach notices) to Podium Headquarters and include "Attn. Legal Department" in the subject line or, if by email, to legal@podium.com. Podium may send notices to the email addresses listed on Partner’s PPA or Partner Portal account, or, at Podium’s option, to Partner’s last-known postal address.
15.7. Amendments; Waivers. Podium may update or modify these Terms (including referenced policies and other documents) from time to time by posting a revised version on the Website, Podium Service, or Partner Portal, or by notification via the email associated with your Podium Partner account. If a change to these Terms materially modifies your rights or obligations, you may be required to click through the updated Terms to show acceptance and to continue your activity as a partner. Material modifications are effective upon the earlier of your acceptance of the modified Terms or upon your next subsequent Renewal Term. Your continued activity as a Partner, following notice of any material update, will also constitute acceptance of the updated Terms. Immaterial modifications will become effective upon posting or notification. If you do not agree to the updated Terms, you will no longer have the right to continue as a Podium Partner. No waiver will be implied from conduct or failure to enforce or exercise rights under this Agreement. No waiver of any provision of this Agreement will constitute a waiver of any other provision, whether or not similar, nor will any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement will not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision. Waivers must be made in writing and executed by a duly authorized representative of the waiving party.
15.8. Force Majeure. Neither party will be liable for any delay or failure to perform its obligations under this Agreement (except Partner’s payment obligations to Podium) if the delay or failure is due to causes beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, natural disaster, disruption in transportation systems, disruption of labor force, national or state emergency, epidemic, pandemic, communicable disease outbreak, failure or reduction of power or telecommunications or data networks or services, or government act or order. Each party will use reasonable efforts to mitigate the effect of any force majeure event.
15.9. Governing Law. This Agreement is governed by the laws of the State of Utah and the United States, without regard to choice or conflict of law rules thereof. The exclusive jurisdiction and venue for actions related to the subject matter of this Agreement will be the state courts located in Salt Lake County or Utah County, Utah or the United States District Court for the District of Utah, and both parties submit to the personal jurisdiction of these courts.
15.10. Severability; Binding Effect. If any provision of this Agreement is found by any court of competent jurisdiction to be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms will not be impaired. The Agreement will be binding on and inure to the benefit of the parties and their heirs, personal representatives, successors, and permitted assigns.
15.11. Interpretation. The parties have had an equal opportunity to review this Agreement and the attached exhibits, if any. No ambiguity will be construed against any party based upon a claim that that party drafted the ambiguous language. The headings appearing at the beginning of several sections contained in this Agreement have been inserted for identification and reference purposes only and must not be used to construe or interpret this Agreement. Whenever required by context, a singular number will include the plural, the plural number will include the singular, and the gender of any pronoun will include all genders.
15.12. Counterparts. This Agreement may be executed in any number of identical counterparts, notwithstanding that the parties have not signed the same counterpart, with the same effect as if the parties had signed the same document. All counterparts will be construed as and constitute the same agreement. This Agreement may also be executed and delivered by facsimile or other electronic transmission and such execution and delivery will have the same force and effect of an original document with original signatures.
15.13. Entire Agreement. This Agreement, including all exhibits and the applicable PPA, is the final and complete expression of the agreement between these parties regarding the Agreement’s subject matter. This Agreement supersedes, and the terms of this Agreement govern, all previous oral and written communications regarding these matters, all of which are merged into this Agreement. No employee, agent, or other representative of Podium has any authority to bind Podium with respect to any statement, representation, warranty, or other expression unless the same is specifically set forth in this Agreement. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms of this Agreement. Any terms provided by Partner (including as part of any purchase order or other business form used by Partner) are for administrative purposes only and have no legal effect.
PART B- ADDITIONAL TERMS APPLICABLE TO RESELLER PARTNERS
In addition to the terms and conditions set forth in Part A above, this Part B applies to all partners designated as Reseller Partners in the applicable PPA.
1. RESELLER PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Reseller Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Reseller Partner by: (i) executing a valid PPA; or (ii) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms of the PPA and this Agreement, all as amended from time to time.
(d) Partner's End User Account cancellation percentages, in the aggregate, must remain below levels reasonably acceptable to Podium.
1.2. Authorization and Appointment. Subject to Partner’s acceptance of and ongoing compliance with these Terms and any applicable PPA, Podium hereby authorizes and appoints Partner as a non-exclusive reseller and distributor of the Podium Products specified in Partner’s PPA. Although the terms “distribute,” “sell,” and “sale” may be used throughout this Agreement, the parties recognize and agree that the Podium Products are only licensed and/or sublicensed, not sold.
1.3. License Grants and Restrictions
(a) License to Podium Products. Subject to the terms and conditions of this Agreement, Podium grants to Partner a limited, non-exclusive, non-transferable, non-sublicensable right to (i) resell the Podium Products to End Users in the Territory; (ii) make the Podium Products available to End Users; and (iii) unless otherwise specified in Partner’s PPA, internally use the Podium Products solely to support Partner’s rights and obligations under this Agreement.
(b) End User Sublicensing. Subject to these Terms, Partner may allow End Users to access and use the Podium Products. Prior to accessing or using the Podium Products, Partner must require each End User to accept Podium Master Terms of Service (currently available at https://legal.podium.com/#termsofservice-us). Partner will promptly notify Podium of any breach of a material obligation under the Podium Master Terms of Service. Any terms and conditions of any End User Subscription Agreement executed between Partner and End User in connection with a purchase of the Podium Products that are different from or in addition to the terms and conditions of the Podium Master Terms of Service are not binding on Podium and are ineffective. Each End User Subscription added by Partner will be contracted for a minimum of 12 months. If an End User terminates all services with Partner, including Podium Products, Partner may submit a written early contract termination request to Podium. Partner may not offer any discounts on Podium AI, unless otherwise agreed to in writing between Podium and Partner.
(c) Reseller Partner Responsibilities. Partner will prospect, identify, and promote Podium Products to Reseller Leads. Partner will register each Reseller Lead and applicable End User Transaction in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
(d) General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize End Users or other third parties to (i) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (ii) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (iii) develop methods to enable unauthorized use of the Podium Services; (iv) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (v) white label any Podium Services.
(e) Export Restrictions. Partner will not distribute the Podium Services outside the Territory or in any foreign territory where any of the Podium Master Terms of Service would be unenforceable, where the terms would not provide the protections to Podium and the Podium Services intended under this Agreement, or where there is a significant risk that the Podium Services would fall into the public domain. Partner will not directly or indirectly import, export, or re-export the Podium Services outside the United States without obtaining all permits and licenses as may be required by, and conforming with, all applicable laws and regulations of the governments of the United States and the foreign territory. Partner represents and warrants that Partner is not located in, under the control of, or a national or resident of any country on the United States Commerce Department’s Table of Denial Orders.
2. RESELLER LEAD & END USER TRANSACTION REGISTRATION
2.1. Requirements. Partner must identify and register Reseller Leads, and confirm all End User Transactions, through the Partner Portal or via any other registration method designated or approved by Podium in writing. Podium will provide Partner electronic or written confirmation of its acceptance or rejection of a Reseller Lead. Each Reseller Lead submitted to Podium that Podium has accepted will be referred to as a “Qualified Reseller Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Reseller Lead, the “Qualified Reseller Lead Date.” Following the Qualified Reseller Lead Date, Partner will have a three (3)-month period of non-solicitation from Podium, unless Partner notifies Podium that they are no longer in an active sales process. Upon completion of an End User Transaction, Partner will confirm such transaction by communicating it to Podium via the Partner Portal or in writing to Partner’s assigned Podium Partner Manager.
2.2. Acceptance. In order for a Reseller Lead to be accepted as a Qualified Reseller Lead, the following conditions must be met in each case:
(a) Partner must provide contact and other information sufficient to validate that the Reseller Lead is a legitimate entity, business, or person.
(b) Information submitted as a Reseller Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator of the Reseller Lead.
(c) If two or more Podium partners attempt to register the same Reseller Lead to Podium within a three (3)-month period, the first partner to submit the Reseller Lead will have rights to such Reseller Lead unless and until the Reseller Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Reseller Lead submission for any of the following reasons:
(a) Such Reseller Lead is:
(i) a current Client of Podium, or a former Client that has canceled its Podium Services subscription within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past three (3) months, or
(iv) a marketing lead of Podium at the time the applicable Reseller Lead is is submitted to Podium by Partner;
(b) Such Reseller Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Reseller Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Reseller Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium Acceptable Use Policy (currently available at https://legal.podium.com/#aup-us) (“Podium AUP”).;
(d) Partner fails submit the Reseller Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Reseller Lead is identified as a competitor to Podium.
3. PRODUCT ONBOARDING AND SUPPORT SERVICES
3.1. Delivery of Podium Products and API. Subject to Partner’s and, as applicable, each End User’s performance of its duties and obligations under this Agreement, including but not limited to timely payment of all applicable payments to Podium, Podium will use commercially reasonable efforts to make the Podium Services available to End Users following new End User Transaction. Upon Partner’s written request, Podium will deliver to Partner, at Podium’s option, either an application program interface (API) or defined user interface for transferring data to and from the Podium Services. If Partner accesses or uses any Podium API, Partner must comply with Podium’s applicable API policies, including the Podium API Terms of Use (currently available at https://partner-terms.podium.com/#api-tou-us).
3.2. Tiered Support. Unless otherwise specified in Partner’s PPA, Partner will provide primary support for the Podium Products and the components thereof. Podium will offer secondary support on technical issues, troubleshooting, and system integrations.
3.3. Technical Contacts. The individuals listed by Partner in the applicable PPA will be the primary contacts with regard to the Support Services. Partner party will provide Podium with written notice if its technical contact is changed. Partner will select technical contacts that have been trained in the operation of the Podium Products.
4. RESELLER PAYMENTS
4.1. Pricing & Payment. Partner will pay Podium the applicable fees for all End User Subscriptions according to the Reseller pricing specified in Partner’s PPA, including any exhibits attached thereto (“Reseller Fees”). Partner will be responsible for the Reseller Fees applicable to each End User Subscription beginning on the day the End User Transaction is confirmed in writing to Podium, and on a prorated basis for the remainder of the first month of each End User Subscription. Thereafter, Partner will pay the applicable Reseller Fees at the beginning of each month of the End User Subscription, except as otherwise agreed by the parties in writing. Partner is responsible to keep an active credit card on file with Podium for payment of all Reseller Fees. Credit card information may be updated through Podium’s Accounts Receivable team. Partner bears sole responsibility to pay for all accepted End User Subscriptions regardless of any non-payments by any of its End Users.
4.2. Currency and Late Payment. In the event Partner does not pay the Reseller Fees due for any End User’s Subscription within fifteen (15) days after notice of non-payment from Podium: (a) the unpaid fees will incur a late fee equal to the lesser of one and one-half percent (1.5%) per month or the maximum amount allowed by applicable law, and (b) Podium may suspend the End User’s access to the Podium Services while any payment is delinquent. Podium will communicate directly with End User if communication with Partner cannot be established. Unless otherwise specified in Partner’s PPA, all amounts payable under this Agreement are denominated in United States dollars, and Partner will pay all such amounts in United States dollars.
PART C- ADDITIONAL TERMS APPLICABLE TO REFERRAL PARTNER
In addition to the terms and conditions set forth in Part A above, this Part C applies to all partners designated as Referral Partners in the applicable PPA.
1. REFERRAL PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Referral Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Referral Partner by: (a) by executing a valid PPA or (b) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms set forth in the PPA and this Agreement, all as amended from time to time.
1.2. Appointment. Subject to the terms of this Agreement and the applicable PPA, Podium hereby appoints Partner as a non-exclusive representative in the Territory to market to, solicit, and/or refer potential End Users to Podium to purchase Podium Services. Partner will not have the authority, express or implied, to make any commitment or incur any obligation on behalf of Podium other than making referrals as set forth in this Agreement.
1.3. Referral Partner Responsibilities. Partner will prospect, identify, and promote Podium Services to Referral Leads. Partner will register each Referral Lead in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
1.4. General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize its employees or other third parties to (a) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (b) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (c) develop methods to enable unauthorized use of the Podium Services; (d) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (e) white label any Podium Services.
2. LEAD REGISTRATION
2.1. Requirements. Partner must identify and register Referral Leads through the Partner Portal or via any other registration method designated or approved by Podium in writing. Each Referral Lead must include, at a minimum, the information required in the Partner Portal registration form, or as otherwise specified by Podium, including but not limited to Referral Lead name and contact details. Podium will provide Partner electronic or written confirmation of its acceptance (or denial) of a Referral Lead. Each Referral Lead submitted to Podium which Podium has accepted in writing will be referred to as a “Qualified Referral Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Referral Lead, as the “Qualified Referral Lead Date.” To the extent Podium shares affiliate links with Partner for use with Referral Leads, Partner will not share such affiliate links publicly in any manner.
2.2. Acceptance. In order for a Referral Lead to be accepted as a Qualified Referral Lead, Partner must meet the following conditions:
(a) Partner must provide contact and other information sufficient to validate that the Referral Lead is a legitimate entity, business, or person.
(b) Information submitted for a Referral Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator.
(c) If two or more Podium Referral Partners refer the same Referral Lead to Podium within a three (3)-month period, the first partner to submit the Referral Lead information will earn the Referral Payment unless the Referral Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Referral Lead submission for any of the following reasons:
(a) Such Referral Lead is:
(i) a current Client of Podium, or a former Client that has canceled Podium within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past 30 days, or
(iv) a marketing lead of Podium at the time the applicable Referral Lead is made to Podium by Partner;
(b) Such Referral Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Referral Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Referral Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium AUP;
(d) Partner fails to submit the Referral Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Referral Lead is identified as a competitor to Podium.
3. REFERRAL PAYMENT
3.1. Referral Payment Calculation. Subject to the terms of this Agreement, Podium will pay Partner a one-time commission for each Qualified Referral Lead that completes an End User Transaction directly with Podium during the Term (the “Referral Payment”). The Referral Payment will be calculated as a percentage (using the percentage set forth in Partner’s PPA or the applicable Partner Portal commission report) of the annual subscription fees for each applicable End User Transaction (excluding subscription fees for Podium AI). For clarity, no Referral Payment(s) will be made on any non-subscription based Podium Services, including Podium Payments. Further, no Referral Payment(s) will be made on any subscriptions for Podium AI or any other Podium products developed after the date of the PPA, unless otherwise expressly agreed to in writing by the Podium and the Partner.
3.2. Referral Payment Schedule. Referral Payments will be calculated within the first week of the month following the applicable End User Transaction. The Referral Payment will be issued within forty-five (45) days after the end of the month in which the Referral Payment accrued.
3.3. Requirements. In order to receive payment under this Agreement, Partner must:
(a) Not be in breach of any of the terms and conditions of this Agreement;
(b) Provide to Podium all necessary information for payment, including but not limited to Partner’s banking account information and/or mailing address;
(c) Prior to commencing Partner activities, submit to Podium the necessary tax documents (i.e., a fully completed Form W-9 including Partner’s Tax Identification Number for U.S.-based partners, or Form W-8BEN or W-8BEN-E for non-U.S.- based partners); and
(d) Notify Podium in writing of any changes to Partner’s address, banking information, or other information necessary to complete a Referral Payment.
3.4. Delays; Forfeiture. Failure to submit Form W-9 (or Form W-8BEN or W-8BEN-E tax forms, where applicable) before the first payout of the Referral Payment or to keep payment information up to date may result in delay of payment. Additionally, notwithstanding the forgoing or anything to the contrary in this Agreement, if: (a) any of the requirements set forth in Section 3.3 above remain outstanding for six (6) months immediately following the End User Transaction for Partner’s Qualified Referral Lead, or (b) Podium has attempted to pay Partner a Referral Payment by bank transfer or by check at least twice and both attempts have been unsuccessful, then Partner’s right to receive a Referral Payment for that Qualified Referral Lead will be forever forfeited (“Forfeited Payment”). Podium assumes no obligation or responsibility to pay Partner a Referral Payment once it has been designated a Forfeited Payment.
Effective September 20th 2024 to September 20th 2024
DownloadSummary of changes
Table of Contents
Podium Partner Program Terms
This is an agreement between you (“Partner” or “you”) and Podium Corporation, Inc. (“Podium,” “we,” or “us”). By clicking to accept these terms, by enrolling in the Podium Partner Program (as defined herein), by marketing or offering Podium Product(s) or Service(s) to Leads or End User(s) (as defined below) under these terms, or by signing or clicking to accept any agreement referencing these Terms, you agree to all the applicable terms and conditions of these Podium Partner Terms (“Terms” or “Agreement”).
By accepting this Agreement you represent and warrant that you have the legal power and authority to enter into this Agreement. If Partner is an entity, you represent and warrant that this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
We may periodically update these Terms. We might also choose to replace these Terms in their entirety if, for example, the Podium Partner Program ends or becomes part of another program. If we update or replace the Terms we will notify you in accordance with Section 15.7 below. If you don’t agree to any material update or replacement, you may choose to terminate as we describe below.
This Agreement addresses different types of partner activities. Part A applies to all partner types. Part B applies to Reseller Partners and Part C applies to Referral Partners, each as defined below. If you do not participate in partner activities described in Parts B or C, then these Parts of the Agreement do not apply to you.
If you have entered into another agreement with Podium concerning your role as a Podium partner, the terms of that agreement control in the event of any conflict with these Terms.
PART A – TERMS APPLICABLE TO ALL PARTNERS
1. Definitions
1.1. "Content" means text, images, or other content that the Partner or End User selects or submits for use or incorporation with the Service.
1.2. "End User" means any person or entity that is a client or customer (or a potential client or customer) of Podium (“Client”) ,or is a Reseller Lead, or Referral Lead of Partner, and that purchases, accesses, or uses a Podium Service for its own use, but not for resale or further distribution.
1.3. "End User Subscription" means the agreed upon duration of an End User’s contract term for Podium Services, as specified in the applicable Podium Partner Agreement and/or End User Subscription Agreement. If no specific End User contract term requirements are specified in Partner’s Podium Partner Agreement and/or the applicable End User Subscription Agreement, the End User Subscription will mean 12 months.
1.4. "End User Subscription Agreement" means a quote, services or purchase agreement, order form, statement of work, online registration form, or other similar documentation, which details the Podium Services purchased by an End User and by which an End User agrees to a Subscription for Podium Services.
1.5. "End User Transaction" means the execution of an End User Subscription Agreement, whereby an End User contracts with Partner, or with Podium directly, for Podium Services.
1.6. “Lead” means a Reseller Lead or a Referral Lead, as applicable.
1.7. "Podium AI" means any of Podium’s artificial intelligence products or tools.
1.8. "Podium Partner Agreement" or “PPA” means a signed or otherwise executed or accepted agreement, including all attachments and/or exhibits, between Podium and Partner, referencing these Terms, authorizing Partner to participate in the Podium Partner Program, and detailing the specific terms applicable to Partner’s participation in the Podium Partner Program.
1.9. "Podium Product(s)" means the Podium Service(s) specified on Partner’s PPA, which Partner is authorized to sell, market, or promote, as applicable, but in no event will any “Podium Product” include any source code or object code. Provided however, Podium AI and/or any other Podium products developed after the date of the PPA shall not be automatically subject to any discounts, Partner fees, commissions, rebates, revenue shares, or any other Partner incentives.
1.10. "Partner Portal" means the website Podium assigns Partner access to in order for Partner to register a Lead, track the progress of Lead submissions, and monitor Referral or Reseller Payments, as applicable.
1.11. "Podium Service(s)" means, as more fully defined in Section 2.1 below, the specific proprietary product of Podium provided to Partner and/or End User for End User’s use during an End User Subscription. “Podium Services” does not include any Third-Party Product.
1.12. "Referral Lead" means a person, business, or entity submitted to Podium by a Podium Referral Partner in accordance with this Agreement for the purposes of entering into an End User Transaction for Podium Services and that is not otherwise a current Podium Client or has canceled a Podium Services subscription within the last 60 days.
1.13. "Referral Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a referral partner who is authorized to market to, solicit, and refer potential End Users to the Podium Products (as further described below).
1.14. “Reseller Lead” means a person, business, or entity submitted by a Podium Reseller Partner to Podium in accordance with the Terms of this Agreement for the purposes of entering into an End User Transaction.
1.15. "Reseller Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a reseller partner who is authorized under a Podium Partner Agreement to distribute, sell, and/or service the Podium Products and to contract with and bill End Users directly for purchased Podium Products (as further described below).
1.16. "Support Services" means any support and maintenance services related to the Podium Products.
1.17. "Territory" means the specific territory listed on Partner’s PPA. If no territory is listed on Partner’s PPA, “Territory” means the United States, Canada, and Australia.
1.18. "Third-Party Product" means any add-on, applications, integrations, software, code, online services, systems, and other products not developed by Podium.
Other terms are defined in other Sections of this Agreement
2. PODIUM TECHNOLOGY
2.1. Podium Services. Podium provides a proprietary multi-product platform that includes without limitation reputation management tools (“Reviews” and “Feedback”), messaging and communication tools (“Inbox,” “Webchat,” “Automations,” “Voice,” and “Campaigns”), payment processing and related services (“Payments”), Podium AI, certain Free Access Subscription or Beta Releases (as defined below), and any other services Podium may offer from time to time, including as more fully set forth at https://www.podium.com/pricing/ (together, the “Podium Services”). “Podium Services” also includes Podium.com (https://www.podium.com/), including all of its related applications, dashboards, or platforms (individually and collectively, the "Website") and any and all related or underlying documentation, technology, code, know-how, logos, and templates (including in any reports or output obtained from the Podium Services) related to the Podium Services, anything delivered as part of support or other services, and any updates, modifications, or derivative works of any of the foregoing, including as may incorporate any Feedback. To the extent that Partner will have direct access to the Podium Services for reporting purposes or otherwise, Partner will be subject to, and must agree to, the applicable provisions of the Podium Master Terms of Service, currently available at https://legal.podium.com/#termsofservice-us, as amended from time to time ("Podium Master Terms of Service").
2.2. Modifications of the Services/Products. Podium may modify the Podium Product(s) set forth in the applicable PPA to include or remove any Podium Services, provided that Podium notifies Partner in writing at least thirty (30) days before any material change.
2.3. Beta Releases. From time to time, Podium may, in its sole discretion, invite Partner to use, resell, or offer for referral potential new services or features that are in development and not yet available to all partners or Podium Clients (“Beta Services,” as more fully defined in Podium’s Master Terms of Service). Beta Services may be subject to additional terms and conditions, which Podium will provide to Partner prior to Partner's Use of the Beta Services. Such Beta Services and all associated conversations and materials relating thereto will be considered Confidential Information of Podium and subject to the confidentiality provisions of this Agreement. Podium makes no guarantees or promises with respect to the continued availability of any Beta Services or that future versions of a Beta Services will be released or will be available under the same commercial or other terms. Notwithstanding anything herein to the contrary, Podium may discontinue the Beta Services at any time for any reason or no reason in Podium’s sole discretion, without liability.
3. PODIUM PARTNER PROGRAM
3.1. Overview. Subject to these Terms and any applicable PPA, Podium will provide Partner the opportunity to market, promote, sell, and/or refer Leads to purchase, access, or use certain Podium Products, and, as applicable, onboard and support End User usage of those Podium Products, through the partner program as set forth herein (the “Podium Partner Program”). If expressly authorized by an applicable PPA, Partner may participate in multiple partner activities, as described herein. If Partner is authorized and participates in multiple partner activities, Partner will be subject to all terms of this Agreement applicable to those activities.
3.2. Partner Obligations.
(a) Eligibility. To be eligible to participate as a Partner in the Podium Partner Program, you must agree to and comply with all applicable terms and conditions of this Agreement, including any applicable PPA, for the duration of the Term. Podium may terminate this Agreement and/or discontinue partner payments to you in accordance with the Terms, including if you fail to meet any of the applicable Eligibility Criteria (as more fully defined below) at any time.
(b) Compliance with Applicable Laws. Partner will, and will ensure that any third parties performing sales, marketing, or referral activities on its behalf, comply with all applicable foreign and domestic laws (including without limitation export laws, privacy regulations, and laws applicable to sending of unsolicited communication), governmental regulations, ordinances, and judicial administrative orders. Partner will not engage in any deceptive, misleading, illegal, or unethical activities, or activities that otherwise may be detrimental to Podium, Podium’s Clients, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Podium Products. Partner will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. Partner will not directly or indirectly export, re-export, or transfer the Podium Products to prohibited countries or individuals or permit use of the Podium Products by prohibited countries or individuals.
(c) Partner Rights and Permissions. Partner represents and warrants that: (i) Partner has all sufficient rights and permissions to provide the Lead or End User data to Podium for our use in sales and marketing efforts or as otherwise set forth in the PPA and these Terms; (ii) Partner’s participation in the Podium Partner Program will not conflict with any of its existing agreements or arrangements; and (iii) Partner owns or has sufficient rights to use and to grant to Podium our right to use Partner logos and trademarks as set forth herein.
(d) Sales and Marketing Practices. In selling, marketing, and/or promoting the Podium Products and otherwise performing under this Agreement, Partner will (i) not make any representations, warranties, or guarantees concerning the Podium Products that are inconsistent with or in addition to those made by Podium in this Agreement; or (ii) not advertise the Podium Product(s) at retail prices less than those set forth in the applicable PPA or as otherwise communicated to you in writing by your assigned Partner Manager.
(e) Cost of Marketing Activities. Unless otherwise set forth in the applicable PPA, Partner will bear all costs and expenses related to Partner’s marketing or promotion of Podium or the Podium Products under this Agreement.
(f) Duty to inform. Partner will promptly notify Podium of any information known to Partner that could reasonably lead to a claim, demand, or liability of or against Podium by any third party.
(g) Partner Manager. Each party will designate a single point of contact (“Partner Manager”) within its organization to manage the relationship established by this Agreement. Podium may change its Partner Manager at any time, and Partner may change its Partner Manager by providing written notice to Podium. The Partner Managers will meet as necessary to discuss the business relationship and manage the activities contemplated by this Agreement. Disputes, if any, that cannot be resolved by the Partner Managers will be escalated to more senior personnel for resolution.
4. PRICING, PAYMENTS, AND REPORTING
4.1 Pricing and Payments. Each party will make applicable payments of fees, commissions, rebates, revenue shares, and any other applicable payments under this Agreement according to the Terms and any applicable PPA. Unless agreed to in writing by Podium and the Partner, Podium does not provide discounts or pay any fees, commissions, rebates, revenue shares, or any other incentives related to Podium AI and/or any other Podium products developed after the date of the PPA.
4.3. Taxes. Other than net income taxes imposed on Podium, Partner will bear responsibility for all applicable taxes, duties, and other governmental charges (collectively, “taxes”) resulting from Partner’s activities under this Agreement. Partner will pay any additional taxes as are necessary to ensure that the net amounts received by Podium after all such taxes are paid are equal to the amounts that Podium would have been entitled to in accordance with this Agreement as if the taxes did not apply.
4.4. Records. During the Term of this Agreement and for three years after, Partner will maintain at its primary place of business full, true, and accurate books of account (kept in accordance with generally accepted accounting principles) and records concerning all transactions and activities under this Agreement. Such books and records will include and record, without limitation, all data that Partner is required to provide with respect to Podium Product purchases (including End User contact information) executed by Partner and any applicable Referral Leads.
4.5. Audit of Records. Podium, or its authorized agent, will have the right to examine and audit the books and records set forth in Section 4.3 at its own expense and upon reasonable prior notice during normal business hours. In the event of any dispute as to the sufficiency or accuracy of such records, Podium may have an independent auditor examine and certify such records at Podium’s expense, provided that Partner will be required to pay for such expenses if it is determined that Podium was underpaid amounts due to it, or that Partner was overpaid by Podium, by more than 5% for any annual period. Partner will make prompt adjustment to compensate for any errors or omissions disclosed by any such examination and certification of Partner’s records.
5. TERM AND TERMINATION
5.1. Term. Unless otherwise set forth in your PPA, this Agreement will commence upon the effective date of the applicable PPA and continue for 12 months (the “Initial Term”). This Agreement will automatically, and without further action by the parties hereto, renew for additional terms of 12 months (each a “Renewal Term” and together with the Initial Term, the “Term”), unless either party hereto provides written notice of non-renewal to the other party no later than thirty (30) days prior to the end of the then-current Term, or this Agreement is terminated as otherwise set forth herein.
5.2. Termination without Cause. Unless otherwise specified in any applicable PPA, Podium may terminate this Agreement without cause by giving you 30 days prior written notice. No refunds will be given for termination pursuant to this section.
5.3. Termination for Cause. If either party fails to perform any of its material obligations under this Agreement, the other party may terminate this Agreement by giving 30 days prior written notice if the matters set forth in such notice are not cured to the other party’s reasonable satisfaction within the 30-day period. Additionally, Partner may terminate this Agreement upon 30 days prior written notice, in the event Podium makes material changes to these Terms to which Partner does not agree.
5.4. No Liability for Termination. Except as expressly required by law, if either party terminates this Agreement in accordance with any of the provisions of this Agreement, neither party will be liable to the other because of such termination for compensation, reimbursement, or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures, inventory, investments, leases, or commitments in connection with the business or goodwill of Podium or Partner. Termination will not, however, relieve either party of obligations incurred prior to the effective date of the termination.
5.5. Effects of Termination. If this Agreement is terminated for any reason: (a) Partner will pay to Podium any fees, reimbursable expenses, compensation, and other amounts that have accrued prior to the effective date of the termination; (b) any and all liabilities accrued prior to the effective date of the termination will survive; (c) Partner will immediately cease use of and cease providing access to the Podium Products; and (d) Partner will immediately cease to use all Podium Trademarks, and any listing by Partner of Podium’s name in any website, directory, public record, or elsewhere, must be removed by Partner as soon as possible. If Podium terminates this Agreement under Section 5, Podium’s payment obligations under this Agreement will immediately cease. The following provisions will survive any expiration or termination of this Agreement: Sections 4, 5, 8, 9, 10, 11, 13, 14, and 15. End User Subscription Agreements executed directly between the End User and Podium will survive in accordance with their terms.
6. PODIUM NAME AND TRADEMARK USAGE
6.1. Use of Company Names. Podium may identify Partner in Podium advertising and marketing materials as a Podium partner. Partner may identify Podium as the supplier of the Podium Products in Partner’s advertising and marketing materials if such materials are approved in writing in advance by Podium, which approval will not be unreasonably withheld.
6.2. Use of Podium Trademarks. Subject to the provisions of this Section 6, during the Term, Partner will have the right to advertise the Podium Products with Podium trademarks, trade names, service marks, and logos of Podium (“Podium Trademarks”), subject to Podium’s prior inspection and written approval of all materials bearing Podium Trademarks. All representations of Podium Trademarks that Partner intends to use will first be submitted to Podium for approval (which will not be unreasonably withheld) of design, color, and other details, or will be exact copies of those used by Podium. Partner will fully comply with all guidelines, if any, communicated by Podium concerning the use of Podium Trademarks. Partner will not alter or remove any Podium Trademarks contained on or within the Podium Products. Additionally, Partner will not: (a) use the Podium Trademarks or variations or misspellings thereof in Partner’s business name, logo, branding, advertising, social media, or domain name (including without limitation top-level domains, sub-domains and page URLs), products, or services (including without limitation, in the name or design of any Application or Theme), unless granted express written permission by Podium in advance of each use; or (b) purchase or register search engine or other pay-per-click keywords (such as Google Ads), trademarks, email addresses, or domain names that use the Podium Trademarks or any variations or misspellings thereof that may be deceptively or confusingly similar to the Podium Trademarks.
6.3. Rights in Podium Trademarks. Except as set forth in this Section 6, nothing contained in this Agreement will grant or will be deemed to grant to Partner any right, title, or interest in or to Podium Trademarks. All uses of Podium Trademarks and related goodwill will inure solely to Podium. Partner will obtain no rights or goodwill with respect to any Podium Trademarks, other than as expressly set forth in this Agreement, and Partner irrevocably assigns to Podium all such right, title, interest, and goodwill, if any, in any Podium Trademarks. At no time during or after the Term of this Agreement will Partner challenge or assist others to challenge any Podium Trademarks (except to the extent expressly required by applicable law) or the registration thereof or attempt to register any Podium Trademarks or marks or trade names that are confusingly similar to those of Podium.
7. PROPRIETARY RIGHTS AND NOTICES
7.1. Proprietary Rights. Podium will own all right, title, and interest in and to the Podium Services. Partner will not act to jeopardize, limit, or interfere in any manner with Podium’s ownership of and rights with respect to the Podium Services. Partner will have only those rights in or to the Podium Services or Podium Products expressly granted to it pursuant to this Agreement.
7.2. Proprietary Rights Notices. Partner and its employees and agents will not remove or alter any trademark, trade name, copyright, patent, patent pending, or other proprietary notices, legends, symbols, or labels appearing on the Podium Services or related documentation delivered by Podium.
8. DATA & OWNERSHIP
8.1. Data Ownership. The parties agree that each party will retain all right, title, and interest worldwide in its inventions and all applicable intellectual property rights, as of the effective date of this Agreement or the applicable PPA, or discovered, conceived, or reduced to practice by such party during the Term. The parties further agree that data transmitted under this Agreement (including, but not limited to, reports, structured data, and visual representations of data), together with all intellectual property rights in such data (“Data”), will be owned as follows: (a) Data transferred by Partner to Podium (excluding any Data provided to Podium to which Partner would not otherwise have any ownership rights) will be owned by Partner; (b) Data on or stored in Podium’s Products, Services, and platform will be owned by Podium (excluding any Data provided by Partner to which Podium would not otherwise have any ownership rights).
8.2. Monitoring. Partner understands and agrees that Podium, and any third-party platform(s) Partner or its End User(s) use or access in connection with the Podium Service(s), may monitor and analyze Content submitted by Partner or End User (including but not limited to reviews, surveys, messages, chats, etc.) to improve the Podium Products, Podium Services or third-party platform; to improve Partner’s or End User’s experience using the Podium Products, Podium Services, or third-party platform; to customize and communicate informational or product offerings and promotions to Partner or End User; and/or to make the Podium Products, Podium Services, or third-party platform more helpful or useful to Partner, End User(s) and other users.
8.3. Feedback. If Partner elects to provide any suggestions, comments, improvements, information, ideas, or other feedback or related materials to Podium (collectively, "Feedback"), Partner hereby grants Podium a worldwide, perpetual, non-revocable, sublicensable, royalty-free right and license to use, copy, disclose, license, distribute, and exploit any such Feedback in any manner without any obligation, payment, or restriction based on intellectual property rights or otherwise. Nothing in this Agreement limits Podium’s right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise.
9. LIMITED WARRANTY AND DISCLAIMER
9.1. Limited Warranty. Each party represents and warrants to the other that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such party in accordance with its terms; (b) no authorization or approval from any third party is required in connection with such party’s execution, delivery, or performance of this Agreement; and (c) the execution, delivery, and performance of this Agreement does not violate the laws of any jurisdiction or the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.
9.2. WARRANTY DISCLAIMER.
(a) EXCEPT FOR THE EXPRESS WARRANTY PROVIDED IN SECTION 9.1, ALL PODIUM SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. NEITHER PODIUM NOR ITS SUPPLIERS MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. PODIUM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT PODIUM SERVICES WILL MEET PARTNER’S OR END USER’S REQUIREMENTS OR EXPECTATIONS, THAT PARTNER OR END USER DATA WILL BE ACCURATE, COMPLETE, OR PRESERVED WITHOUT LOSS, OR THAT PODIUM SERVICES WILL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE. PODIUM WILL NOT BE RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY END USER PROPERTIES, THIRD-PARTY PRODUCTS, THIRD-PARTY CONTENT, OR NON-PODIUM SERVICES (INCLUDING FOR ANY DELAYS, INTERRUPTIONS, TRANSMISSION ERRORS, SECURITY FAILURES, AND OTHER PROBLEMS CAUSED BY THESE ITEMS), FOR THE COLLECTION, USE, AND DISCLOSURE OF END USER DATA AUTHORIZED BY THIS AGREEMENT, OR FOR DECISIONS OR ACTIONS TAKEN (OR NOT TAKEN) BY END USER BASED UPON PODIUM SERVICES OR PODIUM’S RELATED TECHNOLOGY (INCLUDING CHANGES TO END USER PROPERTIES). THE DISCLAIMERS IN THIS SECTION WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN. PARTNER OR END USER MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, ANY STATUTORILY REQUIRED WARRANTIES UNDER APPLICABLE LAW, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD AND MAXIMUM EXTENT PERMITTED BY LAW.
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PODIUM SERVICES OR PODIUM ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PODIUM SERVICES WILL CREATE ANY WARRANTY REGARDING ANY OF THE PODIUM ENTITIES OR THE PODIUM SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. PODIUM DOES NOT PROVIDE ITS PARTNERS OR CLIENTS WITH LEGAL ADVICE REGARDING DATA PRIVACY OR COMPLIANCE WITH RELEVANT LAW IN ANY JURISDICTION, AND ANY STATEMENTS MADE BY PODIUM TO ITS PARTNERS OR CLIENT(S) WILL NOT CONSTITUTE LEGAL ADVICE. USE OF THE PODIUM SERVICES DOES NOT GUARANTEE COMPLIANCE WITH APPLICABLE LAWS IN ANY JURISDICTION.
10.2. Mitigation of Infringement Action. If permitted use of the Podium Products or Podium Services is, or in Podium’s reasonable opinion is likely to become, enjoined or materially diminished as a result of a proceeding arising under Section 10.1, then Podium will either: (a) procure the continuing right to use of the Podium Products or Podium Services; (b) replace or modify the Podium Products or Podium Services in a functionally equivalent manner so that it no longer infringes; or if, despite its commercially reasonable efforts, Podium is unable to do either (a) or (b), Podium will (c) terminate the licenses with respect to the Podium Products or Podium Services subject to the infringement claim and refund to Partner all unused fees pre-paid by Partner (if any).
10.3. Exceptions. Podium will have no obligation under this Section 10 for any alleged infringement or misappropriation to the extent that it arises out of or is based upon: (a) use of the Podium Products or Podium Services in combination with other products if such alleged infringement or misappropriation would not have arisen but for such combination; (b) Podium Products or Podium Services that are provided to comply with designs, requirements, or specifications required by or provided by Partner, if the alleged infringement or misappropriation would not have arisen but for the compliance with such designs, requirements, or specifications; (c) use of Podium Products or Podium Services for purposes not intended; (d) failure to use Podium Products or Podium Services in accordance with instructions provided by Podium, if the alleged infringement or misappropriation would not have occurred but for such failure; or (e) any modification of the Podium Products or Podium Services not made or authorized in writing by Podium where such alleged infringement or misappropriation would not have occurred absent such modification. Partner is responsible for any costs or damages that result from these actions.
10.4. Exclusive Remedy. This Section 10 states Podium’s sole and exclusive liability, and Partner’s sole and exclusive remedy, for the actual or alleged infringement or misappropriation of any third-party intellectual property right by the Podium Products or Podium Services.
11. PARTNER INDEMNIFICATION
11.1. Partner will indemnify and hold Podium harmless from and against any third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (a) any breach or alleged breach of Partner’s obligations under this Agreement, including but not limited to Podium’s use, as contemplated in this Agreement, of any Partner or End User information provided to Podium by Partner; (b) Partner’s negligence or willful misconduct; and (c) any claim of a governmental entity or other party that Partner has violated any law, rule, or regulation. Partner also agrees to defend Podium against these claims at Podium’s request, but Podium may participate in any claim through counsel of its own choosing, and the parties will reasonably cooperate on any defense. Partner must not settle any claim without Podium’s prior written consent if the settlement does not fully release Podium from liability or would require Podium to admit fault, pay any amounts, or take or refrain from taking any action.
12. INSURANCE
12.1. Required Coverage. During the Term of this Agreement, Partner, at its sole cost and expense, will carry and maintain insurance with a reputable company or companies insuring Partner, its agents, employees, and associates from general liability, specifically covering personal and bodily injury and property damage. Partner must obtain insurance with limits reasonable for a company such as Partner.
12.2. Proof of Insurance. Upon written request, Partner will provide Podium with a Certificate of Insurance stating that the foregoing insurance policies are in full force and effect. Partner will require each insurer to give Partner 30 days’ written notice before the policy or policies are canceled or materially altered.
13. CONFIDENTIAL INFORMATION
13.1. Definition. “Confidential Information” means any trade secrets or other information of a party, whether of a technical, business, or other nature (including, without limitation, information relating to a party’s technology, software, products, services, designs, methodologies, business plans, finances, marketing plans, customers, prospects, or other affairs), that is disclosed to a party during the Term of this Agreement and that such party knows or has reason to know is confidential, proprietary, or trade secret information of the disclosing party. Confidential Information does not include any information that: (a) was known to the receiving party prior to receiving the same from the disclosing party in connection with this Agreement; (b) is independently developed by the receiving party without use of or reference to the Confidential Information of the disclosing party; (c) is acquired by the receiving party from another source without restriction as to use or disclosure; or (d) is or becomes part of the public domain through no fault or action of the receiving party.
13.2. Restricted Use and Nondisclosure. During and after the Term of this Agreement, each party will: (a) use the other party’s Confidential Information solely for the purpose for which it is provided; (b) not disclose the other party’s Confidential Information to a third party unless the third party must access the Confidential Information to perform in accordance with this Agreement, and the third party has executed a written agreement that contains terms that are substantially similar to the terms contained in this Section 13; and (c) maintain the secrecy of, and protect from unauthorized use and disclosure, the other party’s Confidential Information to the same extent (but using no less than a reasonable degree of care) that it protects its own Confidential Information of a similar nature.
13.3. Required Disclosure. If either party is required by law to disclose the Confidential Information or the Terms, the disclosing party must give prompt written notice of such requirement before such disclosure, to the extent permitted by law, and assist the non-disclosing party in obtaining an order protecting the Confidential Information from public disclosure.
13.4. Return of Materials. Upon the termination or expiration of this Agreement, or upon earlier request, each party will deliver to the other or destroy all Confidential Information that it may have in its possession or control. Notwithstanding the foregoing, neither party will be required to return materials that it must retain in order to receive the benefits of this Agreement or properly perform in accordance with this Agreement.
14. LIMITATION OF LIABILITY
14.1. IN NO EVENT WILL PODIUM, ITS SHAREHOLDERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL PODIUM’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE PODIUM SERVICES AND PODIUM PRODUCTS (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED IN AGGREGATE THE TOTAL AMOUNT PAID OR PAYABLE BY PARTNER TO PODIUM IN RELATION TO THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. THE PARTIES AGREE THAT THIS SECTION WILL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PODIUM PARTNER PROGRAM CAN BE MADE AVAILABLE ONLY BECAUSE OF PODIUM’S RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. SOME STATES LIMIT THE APPLICABILITY OF SUCH LIMITATIONS AND DISCLAIMERS. IN THOSE STATES, THE LIMITATIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT ALLOWED BY LAW.
15. GENERAL
15.1. Independent Contractors. Although the term “partner” is used throughout the Agreement, the relationship of the parties established by this Agreement is that of independent contractors, and nothing contained in this Agreement should be construed to give either party the power to: (a) act as an agent; or (b) direct or control the day-to-day activities of the other. Financial and other obligations associated with each party’s business are the sole responsibility of that party.
15.2. Non-Exclusivity. Nothing in this Agreement is intended to create, nor will it be construed as creating, any exclusive arrangement between the parties to this Agreement. This Agreement will not restrict either party from entering into similar arrangements with others, provided it does not breach its obligations under this Agreement by doing so, including without limitation, any confidentiality obligations. Additionally, Podium is not precluded from discussing, reviewing, developing for itself, having developed, acquiring, licensing, or developing for or by third parties, as well as marketing and distributing materials, products or services which are competitive with Partner’s products or services, regardless of their similarity to Partner’s products or services, provided that Podium does violate its confidentiality obligations to do so.
15.3. Direct Sales by Podium. Podium reserves the unrestricted right to market, distribute, sell, and upsell the Podium Products and Podium Services worldwide, including without limitation through original equipment manufacturers, value added resellers, and other third-party intermediaries, and directly to End Users.
15.4. Assignability. Partner may not assign its rights, duties, or obligations under this Agreement without Podium’s prior written consent, except in connection with a merger, acquisition, or sale or exclusive license of all or substantially all of Partner’s assets to a party that could not reasonably be deemed a competitor of Podium. If consent is given, this Agreement will bind Partner’s successors and assigns. Any attempt by Partner to transfer its rights, duties, or obligations under this Agreement except as expressly provided in this Agreement is void.
15.5. Non-Solicitation; Noncompetition. During the Term of this Agreement and for a period of six months thereafter, neither party hereto will solicit any End User of the other party to cease doing business with such other party; provided, however, that this provision will not limit the ability of a party to continue servicing such End User(s) with respect to services performed by such party during the Term of this Agreement. Additionally, during the Term of this Agreement and for a period of one year thereafter, Partner will not, directly or indirectly, (a) employ or solicit the employment or services of an employee of Podium; or (b) develop or offer for sale, or license, to any End User or other third party any tools or services that directly compete with or are substantially similar to any Podium Services without the prior express written consent of Podium.
15.6. Notices. Any notice or communication to Podium under this Agreement must be in writing. Partner must send any notices under this Agreement (including breach notices) to Podium Headquarters and include "Attn. Legal Department" in the subject line or, if by email, to legal@podium.com. Podium may send notices to the email addresses listed on Partner’s PPA or Partner Portal account, or, at Podium’s option, to Partner’s last-known postal address.
15.7. Amendments; Waivers. Podium may update or modify these Terms (including referenced policies and other documents) from time to time by posting a revised version on the Website, Podium Service, or Partner Portal, or by notification via the email associated with your Podium Partner account. If a change to these Terms materially modifies your rights or obligations, you may be required to click through the updated Terms to show acceptance and to continue your activity as a partner. Material modifications are effective upon the earlier of your acceptance of the modified Terms or upon your next subsequent Renewal Term. Your continued activity as a Partner, following notice of any material update, will also constitute acceptance of the updated Terms. Immaterial modifications will become effective upon posting or notification. If you do not agree to the updated Terms, you will no longer have the right to continue as a Podium Partner. No waiver will be implied from conduct or failure to enforce or exercise rights under this Agreement. No waiver of any provision of this Agreement will constitute a waiver of any other provision, whether or not similar, nor will any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement will not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision. Waivers must be made in writing and executed by a duly authorized representative of the waiving party.
15.8. Force Majeure. Neither party will be liable for any delay or failure to perform its obligations under this Agreement (except Partner’s payment obligations to Podium) if the delay or failure is due to causes beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, natural disaster, disruption in transportation systems, disruption of labor force, national or state emergency, epidemic, pandemic, communicable disease outbreak, failure or reduction of power or telecommunications or data networks or services, or government act or order. Each party will use reasonable efforts to mitigate the effect of any force majeure event.
15.9. Governing Law. This Agreement is governed by the laws of the State of Utah and the United States, without regard to choice or conflict of law rules thereof. The exclusive jurisdiction and venue for actions related to the subject matter of this Agreement will be the state courts located in Salt Lake County or Utah County, Utah or the United States District Court for the District of Utah, and both parties submit to the personal jurisdiction of these courts.
15.10. Severability; Binding Effect. If any provision of this Agreement is found by any court of competent jurisdiction to be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms will not be impaired. The Agreement will be binding on and inure to the benefit of the parties and their heirs, personal representatives, successors, and permitted assigns.
15.11. Interpretation. The parties have had an equal opportunity to review this Agreement and the attached exhibits, if any. No ambiguity will be construed against any party based upon a claim that that party drafted the ambiguous language. The headings appearing at the beginning of several sections contained in this Agreement have been inserted for identification and reference purposes only and must not be used to construe or interpret this Agreement. Whenever required by context, a singular number will include the plural, the plural number will include the singular, and the gender of any pronoun will include all genders.
15.12. Counterparts. This Agreement may be executed in any number of identical counterparts, notwithstanding that the parties have not signed the same counterpart, with the same effect as if the parties had signed the same document. All counterparts will be construed as and constitute the same agreement. This Agreement may also be executed and delivered by facsimile or other electronic transmission and such execution and delivery will have the same force and effect of an original document with original signatures.
15.13. Entire Agreement. This Agreement, including all exhibits and the applicable PPA, is the final and complete expression of the agreement between these parties regarding the Agreement’s subject matter. This Agreement supersedes, and the terms of this Agreement govern, all previous oral and written communications regarding these matters, all of which are merged into this Agreement. No employee, agent, or other representative of Podium has any authority to bind Podium with respect to any statement, representation, warranty, or other expression unless the same is specifically set forth in this Agreement. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms of this Agreement. Any terms provided by Partner (including as part of any purchase order or other business form used by Partner) are for administrative purposes only and have no legal effect.
PART B- ADDITIONAL TERMS APPLICABLE TO RESELLER PARTNERS
In addition to the terms and conditions set forth in Part A above, this Part B applies to all partners designated as Reseller Partners in the applicable PPA.
1. RESELLER PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Reseller Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Reseller Partner by: (i) executing a valid PPA; or (ii) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms of the PPA and this Agreement, all as amended from time to time.
(d) Partner's End User Account cancellation percentages, in the aggregate, must remain below levels reasonably acceptable to Podium.
1.2. Authorization and Appointment. Subject to Partner’s acceptance of and ongoing compliance with these Terms and any applicable PPA, Podium hereby authorizes and appoints Partner as a non-exclusive reseller and distributor of the Podium Products specified in Partner’s PPA. Although the terms “distribute,” “sell,” and “sale” may be used throughout this Agreement, the parties recognize and agree that the Podium Products are only licensed and/or sublicensed, not sold.
1.3. License Grants and Restrictions
(a) License to Podium Products. Subject to the terms and conditions of this Agreement, Podium grants to Partner a limited, non-exclusive, non-transferable, non-sublicensable right to (i) resell the Podium Products to End Users in the Territory; (ii) make the Podium Products available to End Users; and (iii) unless otherwise specified in Partner’s PPA, internally use the Podium Products solely to support Partner’s rights and obligations under this Agreement.
(b) End User Sublicensing. Subject to these Terms, Partner may allow End Users to access and use the Podium Products. Prior to accessing or using the Podium Products, Partner must require each End User to accept Podium Master Terms of Service (currently available at https://legal.podium.com/#termsofservice-us). Partner will promptly notify Podium of any breach of a material obligation under the Podium Master Terms of Service. Any terms and conditions of any End User Subscription Agreement executed between Partner and End User in connection with a purchase of the Podium Products that are different from or in addition to the terms and conditions of the Podium Master Terms of Service are not binding on Podium and are ineffective. Each End User Subscription added by Partner will be contracted for a minimum of 12 months. If an End User terminates all services with Partner, including Podium Products, Partner may submit a written early contract termination request to Podium. Partner may not offer any discounts on Podium AI, unless otherwise agreed to in writing between Podium and Partner.
(c) Reseller Partner Responsibilities. Partner will prospect, identify, and promote Podium Products to Reseller Leads. Partner will register each Reseller Lead and applicable End User Transaction in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
(d) General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize End Users or other third parties to (i) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (ii) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (iii) develop methods to enable unauthorized use of the Podium Services; (iv) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (v) white label any Podium Services.
(e) Export Restrictions. Partner will not distribute the Podium Services outside the Territory or in any foreign territory where any of the Podium Master Terms of Service would be unenforceable, where the terms would not provide the protections to Podium and the Podium Services intended under this Agreement, or where there is a significant risk that the Podium Services would fall into the public domain. Partner will not directly or indirectly import, export, or re-export the Podium Services outside the United States without obtaining all permits and licenses as may be required by, and conforming with, all applicable laws and regulations of the governments of the United States and the foreign territory. Partner represents and warrants that Partner is not located in, under the control of, or a national or resident of any country on the United States Commerce Department’s Table of Denial Orders.
2. RESELLER LEAD & END USER TRANSACTION REGISTRATION
2.1. Requirements. Partner must identify and register Reseller Leads, and confirm all End User Transactions, through the Partner Portal or via any other registration method designated or approved by Podium in writing. Podium will provide Partner electronic or written confirmation of its acceptance or rejection of a Reseller Lead. Each Reseller Lead submitted to Podium that Podium has accepted will be referred to as a “Qualified Reseller Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Reseller Lead, the “Qualified Reseller Lead Date.” Following the Qualified Reseller Lead Date, Partner will have a three (3)-month period of non-solicitation from Podium, unless Partner notifies Podium that they are no longer in an active sales process. Upon completion of an End User Transaction, Partner will confirm such transaction by communicating it to Podium via the Partner Portal or in writing to Partner’s assigned Podium Partner Manager.
2.2. Acceptance. In order for a Reseller Lead to be accepted as a Qualified Reseller Lead, the following conditions must be met in each case:
(a) Partner must provide contact and other information sufficient to validate that the Reseller Lead is a legitimate entity, business, or person.
(b) Information submitted as a Reseller Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator of the Reseller Lead.
(c) If two or more Podium partners attempt to register the same Reseller Lead to Podium within a three (3)-month period, the first partner to submit the Reseller Lead will have rights to such Reseller Lead unless and until the Reseller Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Reseller Lead submission for any of the following reasons:
(a) Such Reseller Lead is:
(i) a current Client of Podium, or a former Client that has canceled its Podium Services subscription within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past three (3) months, or
(iv) a marketing lead of Podium at the time the applicable Reseller Lead is is submitted to Podium by Partner;
(b) Such Reseller Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Reseller Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Reseller Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium Acceptable Use Policy (currently available at https://legal.podium.com/#aup-us) (“Podium AUP”).;
(d) Partner fails submit the Reseller Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Reseller Lead is identified as a competitor to Podium.
3. PRODUCT ONBOARDING AND SUPPORT SERVICES
3.1. Delivery of Podium Products and API. Subject to Partner’s and, as applicable, each End User’s performance of its duties and obligations under this Agreement, including but not limited to timely payment of all applicable payments to Podium, Podium will use commercially reasonable efforts to make the Podium Services available to End Users following new End User Transaction. Upon Partner’s written request, Podium will deliver to Partner, at Podium’s option, either an application program interface (API) or defined user interface for transferring data to and from the Podium Services. If Partner accesses or uses any Podium API, Partner must comply with Podium’s applicable API policies, including the Podium API Terms of Use (currently available at https://partner-terms.podium.com/#api-tou-us).
3.2. Tiered Support. Unless otherwise specified in Partner’s PPA, Partner will provide primary support for the Podium Products and the components thereof. Podium will offer secondary support on technical issues, troubleshooting, and system integrations.
3.3. Technical Contacts. The individuals listed by Partner in the applicable PPA will be the primary contacts with regard to the Support Services. Partner party will provide Podium with written notice if its technical contact is changed. Partner will select technical contacts that have been trained in the operation of the Podium Products.
4. RESELLER PAYMENTS
4.1. Pricing & Payment. Partner will pay Podium the applicable fees for all End User Subscriptions according to the Reseller pricing specified in Partner’s PPA, including any exhibits attached thereto (“Reseller Fees”). Partner will be responsible for the Reseller Fees applicable to each End User Subscription beginning on the day the End User Transaction is confirmed in writing to Podium, and on a prorated basis for the remainder of the first month of each End User Subscription. Thereafter, Partner will pay the applicable Reseller Fees at the beginning of each month of the End User Subscription, except as otherwise agreed by the parties in writing. Partner is responsible to keep an active credit card on file with Podium for payment of all Reseller Fees. Credit card information may be updated through Podium’s Accounts Receivable team. Partner bears sole responsibility to pay for all accepted End User Subscriptions regardless of any non-payments by any of its End Users.
4.2. Currency and Late Payment. In the event Partner does not pay the Reseller Fees due for any End User’s Subscription within fifteen (15) days after notice of non-payment from Podium: (a) the unpaid fees will incur a late fee equal to the lesser of one and one-half percent (1.5%) per month or the maximum amount allowed by applicable law, and (b) Podium may suspend the End User’s access to the Podium Services while any payment is delinquent. Podium will communicate directly with End User if communication with Partner cannot be established. Unless otherwise specified in Partner’s PPA, all amounts payable under this Agreement are denominated in United States dollars, and Partner will pay all such amounts in United States dollars.
PART C- ADDITIONAL TERMS APPLICABLE TO REFERRAL PARTNER
In addition to the terms and conditions set forth in Part A above, this Part C applies to all partners designated as Referral Partners in the applicable PPA.
1. REFERRAL PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Referral Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Referral Partner by: (a) by executing a valid PPA or (b) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms set forth in the PPA and this Agreement, all as amended from time to time.
1.2. Appointment. Subject to the terms of this Agreement and the applicable PPA, Podium hereby appoints Partner as a non-exclusive representative in the Territory to market to, solicit, and/or refer potential End Users to Podium to purchase Podium Services. Partner will not have the authority, express or implied, to make any commitment or incur any obligation on behalf of Podium other than making referrals as set forth in this Agreement.
1.3. Referral Partner Responsibilities. Partner will prospect, identify, and promote Podium Services to Referral Leads. Partner will register each Referral Lead in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
1.4. General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize its employees or other third parties to (a) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (b) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (c) develop methods to enable unauthorized use of the Podium Services; (d) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (e) white label any Podium Services.
2. LEAD REGISTRATION
2.1. Requirements. Partner must identify and register Referral Leads through the Partner Portal or via any other registration method designated or approved by Podium in writing. Each Referral Lead must include, at a minimum, the information required in the Partner Portal registration form, or as otherwise specified by Podium, including but not limited to Referral Lead name and contact details. Podium will provide Partner electronic or written confirmation of its acceptance (or denial) of a Referral Lead. Each Referral Lead submitted to Podium which Podium has accepted in writing will be referred to as a “Qualified Referral Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Referral Lead, as the “Qualified Referral Lead Date.” To the extent Podium shares affiliate links with Partner for use with Referral Leads, Partner will not share such affiliate links publicly in any manner.
2.2. Acceptance. In order for a Referral Lead to be accepted as a Qualified Referral Lead, Partner must meet the following conditions:
(a) Partner must provide contact and other information sufficient to validate that the Referral Lead is a legitimate entity, business, or person.
(b) Information submitted for a Referral Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator.
(c) If two or more Podium Referral Partners refer the same Referral Lead to Podium within a three (3)-month period, the first partner to submit the Referral Lead information will earn the Referral Payment unless the Referral Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Referral Lead submission for any of the following reasons:
(a) Such Referral Lead is:
(i) a current Client of Podium, or a former Client that has canceled Podium within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past 30 days, or
(iv) a marketing lead of Podium at the time the applicable Referral Lead is made to Podium by Partner;
(b) Such Referral Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Referral Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Referral Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium AUP;
(d) Partner fails to submit the Referral Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Referral Lead is identified as a competitor to Podium.
3. REFERRAL PAYMENT
3.1. Referral Payment Calculation. Subject to the terms of this Agreement, Podium will pay Partner a one-time commission for each Qualified Referral Lead that completes an End User Transaction directly with Podium during the Term (the “Referral Payment”). The Referral Payment will be calculated as a percentage (using the percentage set forth in Partner’s PPA or the applicable Partner Portal commission report) of the annual subscription fees for each applicable End User Transaction (excluding subscription fees for Podium AI). For clarity, no Referral Payment(s) will be made on any non-subscription based Podium Services, including Podium Payments. Further, no Referral Payment(s) will be made on any subscriptions for Podium AI, unless otherwise expressly agreed to in writing by the Podium and the Partner.
3.2. Referral Payment Schedule. Referral Payments will be calculated within the first week of the month following the applicable End User Transaction. The Referral Payment will be issued within forty-five (45) days after the end of the month in which the Referral Payment accrued.
3.3. Requirements. In order to receive payment under this Agreement, Partner must:
(a) Not be in breach of any of the terms and conditions of this Agreement;
(b) Provide to Podium all necessary information for payment, including but not limited to Partner’s banking account information and/or mailing address;
(c) Prior to commencing Partner activities, submit to Podium the necessary tax documents (i.e., a fully completed Form W-9 including Partner’s Tax Identification Number for U.S.-based partners, or Form W-8BEN or W-8BEN-E for non-U.S.- based partners); and
(d) Notify Podium in writing of any changes to Partner’s address, banking information, or other information necessary to complete a Referral Payment.
3.4. Delays; Forfeiture. Failure to submit Form W-9 (or Form W-8BEN or W-8BEN-E tax forms, where applicable) before the first payout of the Referral Payment or to keep payment information up to date may result in delay of payment. Additionally, notwithstanding the forgoing or anything to the contrary in this Agreement, if: (a) any of the requirements set forth in Section 3.3 above remain outstanding for six (6) months immediately following the End User Transaction for Partner’s Qualified Referral Lead, or (b) Podium has attempted to pay Partner a Referral Payment by bank transfer or by check at least twice and both attempts have been unsuccessful, then Partner’s right to receive a Referral Payment for that Qualified Referral Lead will be forever forfeited (“Forfeited Payment”). Podium assumes no obligation or responsibility to pay Partner a Referral Payment once it has been designated a Forfeited Payment.
Effective January 18th 2023 to September 20th 2024
DownloadTable of Contents
Podium Partner Program Terms
This is an agreement between you (“Partner” or “you”) and Podium Corporation, Inc. (“Podium,” “we,” or “us”). By clicking to accept these terms, by enrolling in the Podium Partner Program (as defined herein), by marketing or offering Podium Product(s) or Service(s) to Leads or End User(s) (as defined below) under these terms, or by signing or clicking to accept any agreement referencing these Terms, you agree to all the applicable terms and conditions of these Podium Partner Terms (“Terms” or “Agreement”).
By accepting this Agreement you represent and warrant that you have the legal power and authority to enter into this Agreement. If Partner is an entity, you represent and warrant that this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
We may periodically update these Terms. We might also choose to replace these Terms in their entirety if, for example, the Podium Partner Program ends or becomes part of another program. If we update or replace the Terms we will notify you in accordance with Section 15.7 below. If you don’t agree to any material update or replacement, you may choose to terminate as we describe below.
This Agreement addresses different types of partner activities. Part A applies to all partner types. Part B applies to Reseller Partners and Part C applies to Referral Partners, each as defined below. If you do not participate in partner activities described in Parts B or C, then these Parts of the Agreement do not apply to you.
If you have entered into another agreement with Podium concerning your role as a Podium partner, the terms of that agreement control in the event of any conflict with these Terms.
PART A – TERMS APPLICABLE TO ALL PARTNERS
1. Definitions
1.1. "Content" means text, images, or other content that the Partner or End User selects or submits for use or incorporation with the Service.
1.2. "End User" means any person or entity that is a client or customer (or a potential client or customer) of Podium (“Client”) ,or is a Reseller Lead, or Referral Lead of Partner, and that purchases, accesses, or uses a Podium Service for its own use, but not for resale or further distribution.
1.3. "End User Subscription" means the agreed upon duration of an End User’s contract term for Podium Services, as specified in the applicable Podium Partner Agreement and/or End User Subscription Agreement. If no specific End User contract term requirements are specified in Partner’s Podium Partner Agreement and/or the applicable End User Subscription Agreement, the End User Subscription will mean 12 months.
1.4. "End User Subscription Agreement" means a quote, services or purchase agreement, order form, statement of work, online registration form, or other similar documentation, which details the Podium Services purchased by an End User and by which an End User agrees to a Subscription for Podium Services.
1.5. "End User Transaction" means the execution of an End User Subscription Agreement, whereby an End User contracts with Partner, or with Podium directly, for Podium Services.
1.6. “Lead” means a Reseller Lead or a Referral Lead, as applicable.
1.7. "Podium Partner Agreement" or “PPA” means a signed or otherwise executed or accepted agreement, including all attachments and/or exhibits, between Podium and Partner, referencing these Terms, authorizing Partner to participate in the Podium Partner Program, and detailing the specific terms applicable to Partner’s participation in the Podium Partner Program.
1.8. "Podium Product(s)" means the Podium Service(s) specified on Partner’s PPA, which Partner is authorized to sell, market, or promote, as applicable, but in no event will any “Podium Product” include any source code or object code.
1.9. "Partner Portal" means the website Podium assigns Partner access to in order for Partner to register a Lead, track the progress of Lead submissions, and monitor Referral or Reseller Payments, as applicable.
1.10. "Podium Service(s)" means, as more fully defined in Section 2.1 below, the specific proprietary product of Podium provided to Partner and/or End User for End User’s use during an End User Subscription. “Podium Services” does not include any Third-Party Product.
1.11. "Referral Lead" means a person, business, or entity submitted to Podium by a Podium Referral Partner in accordance with this Agreement for the purposes of entering into an End User Transaction for Podium Services and that is not otherwise a current Podium Client or has canceled a Podium Services subscription within the last 60 days.
1.12. "Referral Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a referral partner who is authorized to market to, solicit, and refer potential End Users to the Podium Products (as further described below).
1.13. “Reseller Lead” means a person, business, or entity submitted by a Podium Reseller Partner to Podium in accordance with the Terms of this Agreement for the purposes of entering into an End User Transaction.
1.14. "Reseller Partner" means any entity, individual, or otherwise participating in the Podium Partner Program as a reseller partner who is authorized under a Podium Partner Agreement to distribute, sell, and/or service the Podium Products and to contract with and bill End Users directly for purchased Podium Products (as further described below).
1.15. "Support Services" means any support and maintenance services related to the Podium Products.
1.16. "Territory" means the specific territory listed on Partner’s PPA. If no territory is listed on Partner’s PPA, “Territory” means the United States, Canada, and Australia.
1.17. "Third-Party Product" means any add-on, applications, integrations, software, code, online services, systems, and other products not developed by Podium.
Other terms are defined in other Sections of this Agreement
2. PODIUM TECHNOLOGY
2.1. Podium Services. Podium provides a proprietary multi-product platform that includes without limitation reputation management tools (“Reviews” and “Feedback”), messaging and communication tools (“Inbox,” “Webchat,” “Automations,” “Voice,” and “Campaigns”), payment processing and related services (“Payments”), certain Free Access Subscription or Beta Releases (as defined below), and any other services Podium may offer from time to time, including as more fully set forth at https://www.podium.com/pricing/ (together, the “Podium Services”). “Podium Services” also includes Podium.com (https://www.podium.com/), including all of its related applications, dashboards, or platforms (individually and collectively, the "Website") and any and all related or underlying documentation, technology, code, know-how, logos, and templates (including in any reports or output obtained from the Podium Services) related to the Podium Services, anything delivered as part of support or other services, and any updates, modifications, or derivative works of any of the foregoing, including as may incorporate any Feedback. To the extent that Partner will have direct access to the Podium Services for reporting purposes or otherwise, Partner will be subject to, and must agree to, the applicable provisions of the Podium Master Terms of Service, currently available at https://legal.podium.com/#termsofservice-us, as amended from time to time ("Podium Master Terms of Service").
2.2. Modifications of the Services/Products. Podium may modify the Podium Product(s) set forth in the applicable PPA to include or remove any Podium Services, provided that Podium notifies Partner in writing at least thirty (30) days before any material change.
2.3. Beta Releases. From time to time, Podium may, in its sole discretion, invite Partner to use, resell, or offer for referral potential new services or features that are in development and not yet available to all partners or Podium Clients (“Beta Services,” as more fully defined in Podium’s Master Terms of Service). Beta Services may be subject to additional terms and conditions, which Podium will provide to Partner prior to Partner's Use of the Beta Services. Such Beta Services and all associated conversations and materials relating thereto will be considered Confidential Information of Podium and subject to the confidentiality provisions of this Agreement. Podium makes no guarantees or promises with respect to the continued availability of any Beta Services or that future versions of a Beta Services will be released or will be available under the same commercial or other terms. Notwithstanding anything herein to the contrary, Podium may discontinue the Beta Services at any time for any reason or no reason in Podium’s sole discretion, without liability.
3. PODIUM PARTNER PROGRAM
3.1. Overview. Subject to these Terms and any applicable PPA, Podium will provide Partner the opportunity to market, promote, sell, and/or refer Leads to purchase, access, or use certain Podium Products, and, as applicable, onboard and support End User usage of those Podium Products, through the partner program as set forth herein (the “Podium Partner Program”). If expressly authorized by an applicable PPA, Partner may participate in multiple partner activities, as described herein. If Partner is authorized and participates in multiple partner activities, Partner will be subject to all terms of this Agreement applicable to those activities.
3.2. Partner Obligations.
(a) Eligibility. To be eligible to participate as a Partner in the Podium Partner Program, you must agree to and comply with all applicable terms and conditions of this Agreement, including any applicable PPA, for the duration of the Term. Podium may terminate this Agreement and/or discontinue partner payments to you in accordance with the Terms, including if you fail to meet any of the applicable Eligibility Criteria (as more fully defined below) at any time.
(b) Compliance with Applicable Laws. Partner will, and will ensure that any third parties performing sales, marketing, or referral activities on its behalf, comply with all applicable foreign and domestic laws (including without limitation export laws, privacy regulations, and laws applicable to sending of unsolicited communication), governmental regulations, ordinances, and judicial administrative orders. Partner will not engage in any deceptive, misleading, illegal, or unethical activities, or activities that otherwise may be detrimental to Podium, Podium’s Clients, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Podium Products. Partner will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. Partner will not directly or indirectly export, re-export, or transfer the Podium Products to prohibited countries or individuals or permit use of the Podium Products by prohibited countries or individuals.
(c) Partner Rights and Permissions. Partner represents and warrants that: (i) Partner has all sufficient rights and permissions to provide the Lead or End User data to Podium for our use in sales and marketing efforts or as otherwise set forth in the PPA and these Terms; (ii) Partner’s participation in the Podium Partner Program will not conflict with any of its existing agreements or arrangements; and (iii) Partner owns or has sufficient rights to use and to grant to Podium our right to use Partner logos and trademarks as set forth herein.
(d) Sales and Marketing Practices. In selling, marketing, and/or promoting the Podium Products and otherwise performing under this Agreement, Partner will (i) not make any representations, warranties, or guarantees concerning the Podium Products that are inconsistent with or in addition to those made by Podium in this Agreement; or (ii) not advertise the Podium Product(s) at retail prices less than those set forth in the applicable PPA or as otherwise communicated to you in writing by your assigned Partner Manager.
(e) Cost of Marketing Activities. Unless otherwise set forth in the applicable PPA, Partner will bear all costs and expenses related to Partner’s marketing or promotion of Podium or the Podium Products under this Agreement.
(f) Duty to inform. Partner will promptly notify Podium of any information known to Partner that could reasonably lead to a claim, demand, or liability of or against Podium by any third party.
(g) Partner Manager. Each party will designate a single point of contact (“Partner Manager”) within its organization to manage the relationship established by this Agreement. Podium may change its Partner Manager at any time, and Partner may change its Partner Manager by providing written notice to Podium. The Partner Managers will meet as necessary to discuss the business relationship and manage the activities contemplated by this Agreement. Disputes, if any, that cannot be resolved by the Partner Managers will be escalated to more senior personnel for resolution.
4. PRICING, PAYMENTS, AND REPORTING
4.1. Payments. Each party will make applicable payments of fees, commissions, revenue shares, and any other applicable payments under this Agreement according to the Terms and any applicable PPA.
4.2. Taxes. Other than net income taxes imposed on Podium, Partner will bear responsibility for all applicable taxes, duties, and other governmental charges (collectively, “taxes”) resulting from Partner’s activities under this Agreement. Partner will pay any additional taxes as are necessary to ensure that the net amounts received by Podium after all such taxes are paid are equal to the amounts that Podium would have been entitled to in accordance with this Agreement as if the taxes did not apply.
4.3. Records. During the Term of this Agreement and for three years after, Partner will maintain at its primary place of business full, true, and accurate books of account (kept in accordance with generally accepted accounting principles) and records concerning all transactions and activities under this Agreement. Such books and records will include and record, without limitation, all data that Partner is required to provide with respect to Podium Product purchases (including End User contact information) executed by Partner and any applicable Referral Leads.
4.4. Audit of Records. Podium, or its authorized agent, will have the right to examine and audit the books and records set forth in Section 4.3 at its own expense and upon reasonable prior notice during normal business hours. In the event of any dispute as to the sufficiency or accuracy of such records, Podium may have an independent auditor examine and certify such records at Podium’s expense, provided that Partner will be required to pay for such expenses if it is determined that Podium was underpaid amounts due to it, or that Partner was overpaid by Podium, by more than 5% for any annual period. Partner will make prompt adjustment to compensate for any errors or omissions disclosed by any such examination and certification of Partner’s records.
5. TERM AND TERMINATION
5.1. Term. Unless otherwise set forth in your PPA, this Agreement will commence upon the effective date of the applicable PPA and continue for 12 months (the “Initial Term”). This Agreement will automatically, and without further action by the parties hereto, renew for additional terms of 12 months (each a “Renewal Term” and together with the Initial Term, the “Term”), unless either party hereto provides written notice of non-renewal to the other party no later than thirty (30) days prior to the end of the then-current Term, or this Agreement is terminated as otherwise set forth herein.
5.2. Termination without Cause. Unless otherwise specified in any applicable PPA, Podium may terminate this Agreement without cause by giving you 30 days prior written notice. No refunds will be given for termination pursuant to this section.
5.3. Termination for Cause. If either party fails to perform any of its material obligations under this Agreement, the other party may terminate this Agreement by giving 30 days prior written notice if the matters set forth in such notice are not cured to the other party’s reasonable satisfaction within the 30-day period. Additionally, Partner may terminate this Agreement upon 30 days prior written notice, in the event Podium makes material changes to these Terms to which Partner does not agree.
5.4. No Liability for Termination. Except as expressly required by law, if either party terminates this Agreement in accordance with any of the provisions of this Agreement, neither party will be liable to the other because of such termination for compensation, reimbursement, or damages on account of the loss of prospective profits or anticipated sales or on account of expenditures, inventory, investments, leases, or commitments in connection with the business or goodwill of Podium or Partner. Termination will not, however, relieve either party of obligations incurred prior to the effective date of the termination.
5.5. Effects of Termination. If this Agreement is terminated for any reason: (a) Partner will pay to Podium any fees, reimbursable expenses, compensation, and other amounts that have accrued prior to the effective date of the termination; (b) any and all liabilities accrued prior to the effective date of the termination will survive; (c) Partner will immediately cease use of and cease providing access to the Podium Products; and (d) Partner will immediately cease to use all Podium Trademarks, and any listing by Partner of Podium’s name in any website, directory, public record, or elsewhere, must be removed by Partner as soon as possible. If Podium terminates this Agreement under Section 5, Podium’s payment obligations under this Agreement will immediately cease. The following provisions will survive any expiration or termination of this Agreement: Sections 4, 5, 8, 9, 10, 11, 13, 14, and 15. End User Subscription Agreements executed directly between the End User and Podium will survive in accordance with their terms.
6. PODIUM NAME AND TRADEMARK USAGE
6.1. Use of Company Names. Podium may identify Partner in Podium advertising and marketing materials as a Podium partner. Partner may identify Podium as the supplier of the Podium Products in Partner’s advertising and marketing materials if such materials are approved in writing in advance by Podium, which approval will not be unreasonably withheld.
6.2. Use of Podium Trademarks. Subject to the provisions of this Section 6, during the Term, Partner will have the right to advertise the Podium Products with Podium trademarks, trade names, service marks, and logos of Podium (“Podium Trademarks”), subject to Podium’s prior inspection and written approval of all materials bearing Podium Trademarks. All representations of Podium Trademarks that Partner intends to use will first be submitted to Podium for approval (which will not be unreasonably withheld) of design, color, and other details, or will be exact copies of those used by Podium. Partner will fully comply with all guidelines, if any, communicated by Podium concerning the use of Podium Trademarks. Partner will not alter or remove any Podium Trademarks contained on or within the Podium Products. Additionally, Partner will not: (a) use the Podium Trademarks or variations or misspellings thereof in Partner’s business name, logo, branding, advertising, social media, or domain name (including without limitation top-level domains, sub-domains and page URLs), products, or services (including without limitation, in the name or design of any Application or Theme), unless granted express written permission by Podium in advance of each use; or (b) purchase or register search engine or other pay-per-click keywords (such as Google Ads), trademarks, email addresses, or domain names that use the Podium Trademarks or any variations or misspellings thereof that may be deceptively or confusingly similar to the Podium Trademarks.
6.3. Rights in Podium Trademarks. Except as set forth in this Section 6, nothing contained in this Agreement will grant or will be deemed to grant to Partner any right, title, or interest in or to Podium Trademarks. All uses of Podium Trademarks and related goodwill will inure solely to Podium. Partner will obtain no rights or goodwill with respect to any Podium Trademarks, other than as expressly set forth in this Agreement, and Partner irrevocably assigns to Podium all such right, title, interest, and goodwill, if any, in any Podium Trademarks. At no time during or after the Term of this Agreement will Partner challenge or assist others to challenge any Podium Trademarks (except to the extent expressly required by applicable law) or the registration thereof or attempt to register any Podium Trademarks or marks or trade names that are confusingly similar to those of Podium.
7. PROPRIETARY RIGHTS AND NOTICES
7.1. Proprietary Rights. Podium will own all right, title, and interest in and to the Podium Services. Partner will not act to jeopardize, limit, or interfere in any manner with Podium’s ownership of and rights with respect to the Podium Services. Partner will have only those rights in or to the Podium Services or Podium Products expressly granted to it pursuant to this Agreement.
7.2. Proprietary Rights Notices. Partner and its employees and agents will not remove or alter any trademark, trade name, copyright, patent, patent pending, or other proprietary notices, legends, symbols, or labels appearing on the Podium Services or related documentation delivered by Podium.
8. DATA & OWNERSHIP
8.1. Data Ownership. The parties agree that each party will retain all right, title, and interest worldwide in its inventions and all applicable intellectual property rights, as of the effective date of this Agreement or the applicable PPA, or discovered, conceived, or reduced to practice by such party during the Term. The parties further agree that data transmitted under this Agreement (including, but not limited to, reports, structured data, and visual representations of data), together with all intellectual property rights in such data (“Data”), will be owned as follows: (a) Data transferred by Partner to Podium (excluding any Data provided to Podium to which Partner would not otherwise have any ownership rights) will be owned by Partner; (b) Data on or stored in Podium’s Products, Services, and platform will be owned by Podium (excluding any Data provided by Partner to which Podium would not otherwise have any ownership rights).
8.2. Monitoring. Partner understands and agrees that Podium, and any third-party platform(s) Partner or its End User(s) use or access in connection with the Podium Service(s), may monitor and analyze Content submitted by Partner or End User (including but not limited to reviews, surveys, messages, chats, etc.) to improve the Podium Products, Podium Services or third-party platform; to improve Partner’s or End User’s experience using the Podium Products, Podium Services, or third-party platform; to customize and communicate informational or product offerings and promotions to Partner or End User; and/or to make the Podium Products, Podium Services, or third-party platform more helpful or useful to Partner, End User(s) and other users.
8.3. Feedback. If Partner elects to provide any suggestions, comments, improvements, information, ideas, or other feedback or related materials to Podium (collectively, "Feedback"), Partner hereby grants Podium a worldwide, perpetual, non-revocable, sublicensable, royalty-free right and license to use, copy, disclose, license, distribute, and exploit any such Feedback in any manner without any obligation, payment, or restriction based on intellectual property rights or otherwise. Nothing in this Agreement limits Podium’s right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise.
9. LIMITED WARRANTY AND DISCLAIMER
9.1. Limited Warranty. Each party represents and warrants to the other that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against such party in accordance with its terms; (b) no authorization or approval from any third party is required in connection with such party’s execution, delivery, or performance of this Agreement; and (c) the execution, delivery, and performance of this Agreement does not violate the laws of any jurisdiction or the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound.
9.2. WARRANTY DISCLAIMER.
(a) EXCEPT FOR THE EXPRESS WARRANTY PROVIDED IN SECTION 9.1, ALL PODIUM SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. NEITHER PODIUM NOR ITS SUPPLIERS MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON INFRINGEMENT. PODIUM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT PODIUM SERVICES WILL MEET PARTNER’S OR END USER’S REQUIREMENTS OR EXPECTATIONS, THAT PARTNER OR END USER DATA WILL BE ACCURATE, COMPLETE, OR PRESERVED WITHOUT LOSS, OR THAT PODIUM SERVICES WILL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE. PODIUM WILL NOT BE RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY END USER PROPERTIES, THIRD-PARTY PRODUCTS, THIRD-PARTY CONTENT, OR NON-PODIUM SERVICES (INCLUDING FOR ANY DELAYS, INTERRUPTIONS, TRANSMISSION ERRORS, SECURITY FAILURES, AND OTHER PROBLEMS CAUSED BY THESE ITEMS), FOR THE COLLECTION, USE, AND DISCLOSURE OF END USER DATA AUTHORIZED BY THIS AGREEMENT, OR FOR DECISIONS OR ACTIONS TAKEN (OR NOT TAKEN) BY END USER BASED UPON PODIUM SERVICES OR PODIUM’S RELATED TECHNOLOGY (INCLUDING CHANGES TO END USER PROPERTIES). THE DISCLAIMERS IN THIS SECTION WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN. PARTNER OR END USER MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, ANY STATUTORILY REQUIRED WARRANTIES UNDER APPLICABLE LAW, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD AND MAXIMUM EXTENT PERMITTED BY LAW.
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PODIUM SERVICES OR PODIUM ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PODIUM SERVICES WILL CREATE ANY WARRANTY REGARDING ANY OF THE PODIUM ENTITIES OR THE PODIUM SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. PODIUM DOES NOT PROVIDE ITS PARTNERS OR CLIENTS WITH LEGAL ADVICE REGARDING DATA PRIVACY OR COMPLIANCE WITH RELEVANT LAW IN ANY JURISDICTION, AND ANY STATEMENTS MADE BY PODIUM TO ITS PARTNERS OR CLIENT(S) WILL NOT CONSTITUTE LEGAL ADVICE. USE OF THE PODIUM SERVICES DOES NOT GUARANTEE COMPLIANCE WITH APPLICABLE LAWS IN ANY JURISDICTION.
10.2. Mitigation of Infringement Action. If permitted use of the Podium Products or Podium Services is, or in Podium’s reasonable opinion is likely to become, enjoined or materially diminished as a result of a proceeding arising under Section 10.1, then Podium will either: (a) procure the continuing right to use of the Podium Products or Podium Services; (b) replace or modify the Podium Products or Podium Services in a functionally equivalent manner so that it no longer infringes; or if, despite its commercially reasonable efforts, Podium is unable to do either (a) or (b), Podium will (c) terminate the licenses with respect to the Podium Products or Podium Services subject to the infringement claim and refund to Partner all unused fees pre-paid by Partner (if any).
10.3. Exceptions. Podium will have no obligation under this Section 10 for any alleged infringement or misappropriation to the extent that it arises out of or is based upon: (a) use of the Podium Products or Podium Services in combination with other products if such alleged infringement or misappropriation would not have arisen but for such combination; (b) Podium Products or Podium Services that are provided to comply with designs, requirements, or specifications required by or provided by Partner, if the alleged infringement or misappropriation would not have arisen but for the compliance with such designs, requirements, or specifications; (c) use of Podium Products or Podium Services for purposes not intended; (d) failure to use Podium Products or Podium Services in accordance with instructions provided by Podium, if the alleged infringement or misappropriation would not have occurred but for such failure; or (e) any modification of the Podium Products or Podium Services not made or authorized in writing by Podium where such alleged infringement or misappropriation would not have occurred absent such modification. Partner is responsible for any costs or damages that result from these actions.
10.4. Exclusive Remedy. This Section 10 states Podium’s sole and exclusive liability, and Partner’s sole and exclusive remedy, for the actual or alleged infringement or misappropriation of any third-party intellectual property right by the Podium Products or Podium Services.
11. PARTNER INDEMNIFICATION
11.1. Partner will indemnify and hold Podium harmless from and against any third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (a) any breach or alleged breach of Partner’s obligations under this Agreement, including but not limited to Podium’s use, as contemplated in this Agreement, of any Partner or End User information provided to Podium by Partner; (b) Partner’s negligence or willful misconduct; and (c) any claim of a governmental entity or other party that Partner has violated any law, rule, or regulation. Partner also agrees to defend Podium against these claims at Podium’s request, but Podium may participate in any claim through counsel of its own choosing, and the parties will reasonably cooperate on any defense. Partner must not settle any claim without Podium’s prior written consent if the settlement does not fully release Podium from liability or would require Podium to admit fault, pay any amounts, or take or refrain from taking any action.
12. INSURANCE
12.1. Required Coverage. During the Term of this Agreement, Partner, at its sole cost and expense, will carry and maintain insurance with a reputable company or companies insuring Partner, its agents, employees, and associates from general liability, specifically covering personal and bodily injury and property damage. Partner must obtain insurance with limits reasonable for a company such as Partner.
12.2. Proof of Insurance. Upon written request, Partner will provide Podium with a Certificate of Insurance stating that the foregoing insurance policies are in full force and effect. Partner will require each insurer to give Partner 30 days’ written notice before the policy or policies are canceled or materially altered.
13. CONFIDENTIAL INFORMATION
13.1. Definition. “Confidential Information” means any trade secrets or other information of a party, whether of a technical, business, or other nature (including, without limitation, information relating to a party’s technology, software, products, services, designs, methodologies, business plans, finances, marketing plans, customers, prospects, or other affairs), that is disclosed to a party during the Term of this Agreement and that such party knows or has reason to know is confidential, proprietary, or trade secret information of the disclosing party. Confidential Information does not include any information that: (a) was known to the receiving party prior to receiving the same from the disclosing party in connection with this Agreement; (b) is independently developed by the receiving party without use of or reference to the Confidential Information of the disclosing party; (c) is acquired by the receiving party from another source without restriction as to use or disclosure; or (d) is or becomes part of the public domain through no fault or action of the receiving party.
13.2. Restricted Use and Nondisclosure. During and after the Term of this Agreement, each party will: (a) use the other party’s Confidential Information solely for the purpose for which it is provided; (b) not disclose the other party’s Confidential Information to a third party unless the third party must access the Confidential Information to perform in accordance with this Agreement, and the third party has executed a written agreement that contains terms that are substantially similar to the terms contained in this Section 13; and (c) maintain the secrecy of, and protect from unauthorized use and disclosure, the other party’s Confidential Information to the same extent (but using no less than a reasonable degree of care) that it protects its own Confidential Information of a similar nature.
13.3. Required Disclosure. If either party is required by law to disclose the Confidential Information or the Terms, the disclosing party must give prompt written notice of such requirement before such disclosure, to the extent permitted by law, and assist the non-disclosing party in obtaining an order protecting the Confidential Information from public disclosure.
13.4. Return of Materials. Upon the termination or expiration of this Agreement, or upon earlier request, each party will deliver to the other or destroy all Confidential Information that it may have in its possession or control. Notwithstanding the foregoing, neither party will be required to return materials that it must retain in order to receive the benefits of this Agreement or properly perform in accordance with this Agreement.
14. LIMITATION OF LIABILITY
14.1. IN NO EVENT WILL PODIUM, ITS SHAREHOLDERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL PODIUM’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE PODIUM SERVICES AND PODIUM PRODUCTS (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED IN AGGREGATE THE TOTAL AMOUNT PAID OR PAYABLE BY PARTNER TO PODIUM IN RELATION TO THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. THE PARTIES AGREE THAT THIS SECTION WILL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PODIUM PARTNER PROGRAM CAN BE MADE AVAILABLE ONLY BECAUSE OF PODIUM’S RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. SOME STATES LIMIT THE APPLICABILITY OF SUCH LIMITATIONS AND DISCLAIMERS. IN THOSE STATES, THE LIMITATIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT ALLOWED BY LAW.
15. GENERAL
15.1. Independent Contractors. Although the term “partner” is used throughout the Agreement, the relationship of the parties established by this Agreement is that of independent contractors, and nothing contained in this Agreement should be construed to give either party the power to: (a) act as an agent; or (b) direct or control the day-to-day activities of the other. Financial and other obligations associated with each party’s business are the sole responsibility of that party.
15.2. Non-Exclusivity. Nothing in this Agreement is intended to create, nor will it be construed as creating, any exclusive arrangement between the parties to this Agreement. This Agreement will not restrict either party from entering into similar arrangements with others, provided it does not breach its obligations under this Agreement by doing so, including without limitation, any confidentiality obligations. Additionally, Podium is not precluded from discussing, reviewing, developing for itself, having developed, acquiring, licensing, or developing for or by third parties, as well as marketing and distributing materials, products or services which are competitive with Partner’s products or services, regardless of their similarity to Partner’s products or services, provided that Podium does violate its confidentiality obligations to do so.
15.3. Direct Sales by Podium. Podium reserves the unrestricted right to market, distribute, sell, and upsell the Podium Products and Podium Services worldwide, including without limitation through original equipment manufacturers, value added resellers, and other third-party intermediaries, and directly to End Users.
15.4. Assignability. Partner may not assign its rights, duties, or obligations under this Agreement without Podium’s prior written consent, except in connection with a merger, acquisition, or sale or exclusive license of all or substantially all of Partner’s assets to a party that could not reasonably be deemed a competitor of Podium. If consent is given, this Agreement will bind Partner’s successors and assigns. Any attempt by Partner to transfer its rights, duties, or obligations under this Agreement except as expressly provided in this Agreement is void.
15.5. Non-Solicitation; Noncompetition. During the Term of this Agreement and for a period of six months thereafter, neither party hereto will solicit any End User of the other party to cease doing business with such other party; provided, however, that this provision will not limit the ability of a party to continue servicing such End User(s) with respect to services performed by such party during the Term of this Agreement. Additionally, during the Term of this Agreement and for a period of one year thereafter, Partner will not, directly or indirectly, (a) employ or solicit the employment or services of an employee of Podium; or (b) develop or offer for sale, or license, to any End User or other third party any tools or services that directly compete with or are substantially similar to any Podium Services without the prior express written consent of Podium.
15.6. Notices. Any notice or communication to Podium under this Agreement must be in writing. Partner must send any notices under this Agreement (including breach notices) to Podium Headquarters and include "Attn. Legal Department" in the subject line or, if by email, to legal@podium.com. Podium may send notices to the email addresses listed on Partner’s PPA or Partner Portal account, or, at Podium’s option, to Partner’s last-known postal address.
15.7. Amendments; Waivers. Podium may update or modify these Terms (including referenced policies and other documents) from time to time by posting a revised version on the Website, Podium Service, or Partner Portal, or by notification via the email associated with your Podium Partner account. If a change to these Terms materially modifies your rights or obligations, you may be required to click through the updated Terms to show acceptance and to continue your activity as a partner. Material modifications are effective upon the earlier of your acceptance of the modified Terms or upon your next subsequent Renewal Term. Your continued activity as a Partner, following notice of any material update, will also constitute acceptance of the updated Terms. Immaterial modifications will become effective upon posting or notification. If you do not agree to the updated Terms, you will no longer have the right to continue as a Podium Partner. No waiver will be implied from conduct or failure to enforce or exercise rights under this Agreement. No waiver of any provision of this Agreement will constitute a waiver of any other provision, whether or not similar, nor will any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement will not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision. Waivers must be made in writing and executed by a duly authorized representative of the waiving party.
15.8. Force Majeure. Neither party will be liable for any delay or failure to perform its obligations under this Agreement (except Partner’s payment obligations to Podium) if the delay or failure is due to causes beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, natural disaster, disruption in transportation systems, disruption of labor force, national or state emergency, epidemic, pandemic, communicable disease outbreak, failure or reduction of power or telecommunications or data networks or services, or government act or order. Each party will use reasonable efforts to mitigate the effect of any force majeure event.
15.9. Governing Law. This Agreement is governed by the laws of the State of Utah and the United States, without regard to choice or conflict of law rules thereof. The exclusive jurisdiction and venue for actions related to the subject matter of this Agreement will be the state courts located in Salt Lake County or Utah County, Utah or the United States District Court for the District of Utah, and both parties submit to the personal jurisdiction of these courts.
15.10. Severability; Binding Effect. If any provision of this Agreement is found by any court of competent jurisdiction to be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms will not be impaired. The Agreement will be binding on and inure to the benefit of the parties and their heirs, personal representatives, successors, and permitted assigns.
15.11. Interpretation. The parties have had an equal opportunity to review this Agreement and the attached exhibits, if any. No ambiguity will be construed against any party based upon a claim that that party drafted the ambiguous language. The headings appearing at the beginning of several sections contained in this Agreement have been inserted for identification and reference purposes only and must not be used to construe or interpret this Agreement. Whenever required by context, a singular number will include the plural, the plural number will include the singular, and the gender of any pronoun will include all genders.
15.12. Counterparts. This Agreement may be executed in any number of identical counterparts, notwithstanding that the parties have not signed the same counterpart, with the same effect as if the parties had signed the same document. All counterparts will be construed as and constitute the same agreement. This Agreement may also be executed and delivered by facsimile or other electronic transmission and such execution and delivery will have the same force and effect of an original document with original signatures.
15.13. Entire Agreement. This Agreement, including all exhibits and the applicable PPA, is the final and complete expression of the agreement between these parties regarding the Agreement’s subject matter. This Agreement supersedes, and the terms of this Agreement govern, all previous oral and written communications regarding these matters, all of which are merged into this Agreement. No employee, agent, or other representative of Podium has any authority to bind Podium with respect to any statement, representation, warranty, or other expression unless the same is specifically set forth in this Agreement. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms of this Agreement. Any terms provided by Partner (including as part of any purchase order or other business form used by Partner) are for administrative purposes only and have no legal effect.
PART B- ADDITIONAL TERMS APPLICABLE TO RESELLER PARTNERS
In addition to the terms and conditions set forth in Part A above, this Part B applies to all partners designated as Reseller Partners in the applicable PPA.
1. RESELLER PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Reseller Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Reseller Partner by: (i) executing a valid PPA; or (ii) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms of the PPA and this Agreement, all as amended from time to time.
(d) Partner's End User Account cancellation percentages, in the aggregate, must remain below levels reasonably acceptable to Podium.
1.2. Authorization and Appointment. Subject to Partner’s acceptance of and ongoing compliance with these Terms and any applicable PPA, Podium hereby authorizes and appoints Partner as a non-exclusive reseller and distributor of the Podium Products specified in Partner’s PPA. Although the terms “distribute,” “sell,” and “sale” may be used throughout this Agreement, the parties recognize and agree that the Podium Products are only licensed and/or sublicensed, not sold.
1.3. License Grants and Restrictions
(a) License to Podium Products. Subject to the terms and conditions of this Agreement, Podium grants to Partner a limited, non-exclusive, non-transferable, non-sublicensable right to (i) resell the Podium Products to End Users in the Territory; (ii) make the Podium Products available to End Users; and (iii) unless otherwise specified in Partner’s PPA, internally use the Podium Products solely to support Partner’s rights and obligations under this Agreement.
(b) End User Sublicensing. Subject to these Terms, Partner may allow End Users to access and use the Podium Products. Prior to accessing or using the Podium Products, Partner must require each End User to accept Podium Master Terms of Service (currently available at https://legal.podium.com/#termsofservice-us). Partner will promptly notify Podium of any breach of a material obligation under the Podium Master Terms of Service. Any terms and conditions of any End User Subscription Agreement executed between Partner and End User in connection with a purchase of the Podium Products that are different from or in addition to the terms and conditions of the Podium Master Terms of Service are not binding on Podium and are ineffective. Each End User Subscription added by Partner will be contracted for a minimum of 12 months. If an End User terminates all services with Partner, including Podium Products, Partner may submit a written early contract termination request to Podium.
(c) Reseller Partner Responsibilities. Partner will prospect, identify, and promote Podium Products to Reseller Leads. Partner will register each Reseller Lead and applicable End User Transaction in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
(d) General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize End Users or other third parties to (i) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (ii) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (iii) develop methods to enable unauthorized use of the Podium Services; (iv) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (v) white label any Podium Services.
(e) Export Restrictions. Partner will not distribute the Podium Services outside the Territory or in any foreign territory where any of the Podium Master Terms of Service would be unenforceable, where the terms would not provide the protections to Podium and the Podium Services intended under this Agreement, or where there is a significant risk that the Podium Services would fall into the public domain. Partner will not directly or indirectly import, export, or re-export the Podium Services outside the United States without obtaining all permits and licenses as may be required by, and conforming with, all applicable laws and regulations of the governments of the United States and the foreign territory. Partner represents and warrants that Partner is not located in, under the control of, or a national or resident of any country on the United States Commerce Department’s Table of Denial Orders.
2. RESELLER LEAD & END USER TRANSACTION REGISTRATION
2.1. Requirements. Partner must identify and register Reseller Leads, and confirm all End User Transactions, through the Partner Portal or via any other registration method designated or approved by Podium in writing. Podium will provide Partner electronic or written confirmation of its acceptance or rejection of a Reseller Lead. Each Reseller Lead submitted to Podium that Podium has accepted will be referred to as a “Qualified Reseller Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Reseller Lead, the “Qualified Reseller Lead Date.” Following the Qualified Reseller Lead Date, Partner will have a three (3)-month period of non-solicitation from Podium, unless Partner notifies Podium that they are no longer in an active sales process. Upon completion of an End User Transaction, Partner will confirm such transaction by communicating it to Podium via the Partner Portal or in writing to Partner’s assigned Podium Partner Manager.
2.2. Acceptance. In order for a Reseller Lead to be accepted as a Qualified Reseller Lead, the following conditions must be met in each case:
(a) Partner must provide contact and other information sufficient to validate that the Reseller Lead is a legitimate entity, business, or person.
(b) Information submitted as a Reseller Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator of the Reseller Lead.
(c) If two or more Podium partners attempt to register the same Reseller Lead to Podium within a three (3)-month period, the first partner to submit the Reseller Lead will have rights to such Reseller Lead unless and until the Reseller Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Reseller Lead submission for any of the following reasons:
(a) Such Reseller Lead is:
(i) a current Client of Podium, or a former Client that has canceled its Podium Services subscription within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past three (3) months, or
(iv) a marketing lead of Podium at the time the applicable Reseller Lead is is submitted to Podium by Partner;
(b) Such Reseller Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Reseller Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Reseller Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium Acceptable Use Policy (currently available at https://legal.podium.com/#aup-us) (“Podium AUP”).;
(d) Partner fails submit the Reseller Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Reseller Lead is identified as a competitor to Podium.
3. PRODUCT ONBOARDING AND SUPPORT SERVICES
3.1. Delivery of Podium Products and API. Subject to Partner’s and, as applicable, each End User’s performance of its duties and obligations under this Agreement, including but not limited to timely payment of all applicable payments to Podium, Podium will use commercially reasonable efforts to make the Podium Services available to End Users following new End User Transaction. Upon Partner’s written request, Podium will deliver to Partner, at Podium’s option, either an application program interface (API) or defined user interface for transferring data to and from the Podium Services. If Partner accesses or uses any Podium API, Partner must comply with Podium’s applicable API policies, including the Podium API Terms of Use (currently available at https://partner-terms.podium.com/#api-tou-us).
3.2. Tiered Support. Unless otherwise specified in Partner’s PPA, Partner will provide primary support for the Podium Products and the components thereof. Podium will offer secondary support on technical issues, troubleshooting, and system integrations.
3.3. Technical Contacts. The individuals listed by Partner in the applicable PPA will be the primary contacts with regard to the Support Services. Partner party will provide Podium with written notice if its technical contact is changed. Partner will select technical contacts that have been trained in the operation of the Podium Products.
4. RESELLER PAYMENTS
4.1. Pricing & Payment. Partner will pay Podium the applicable fees for all End User Subscriptions according to the Reseller pricing specified in Partner’s PPA, including any exhibits attached thereto (“Reseller Fees”). Partner will be responsible for the Reseller Fees applicable to each End User Subscription beginning on the day the End User Transaction is confirmed in writing to Podium, and on a prorated basis for the remainder of the first month of each End User Subscription. Thereafter, Partner will pay the applicable Reseller Fees at the beginning of each month of the End User Subscription, except as otherwise agreed by the parties in writing. Partner is responsible to keep an active credit card on file with Podium for payment of all Reseller Fees. Credit card information may be updated through Podium’s Accounts Receivable team. Partner bears sole responsibility to pay for all accepted End User Subscriptions regardless of any non-payments by any of its End Users.
4.2. Currency and Late Payment. In the event Partner does not pay the Reseller Fees due for any End User’s Subscription within fifteen (15) days after notice of non-payment from Podium: (a) the unpaid fees will incur a late fee equal to the lesser of one and one-half percent (1.5%) per month or the maximum amount allowed by applicable law, and (b) Podium may suspend the End User’s access to the Podium Services while any payment is delinquent. Podium will communicate directly with End User if communication with Partner cannot be established. Unless otherwise specified in Partner’s PPA, all amounts payable under this Agreement are denominated in United States dollars, and Partner will pay all such amounts in United States dollars.
PART C- ADDITIONAL TERMS APPLICABLE TO REFERRAL PARTNER
In addition to the terms and conditions set forth in Part A above, this Part C applies to all partners designated as Referral Partners in the applicable PPA.
1. REFERRAL PARTNER ELIGIBILITY, APPOINTMENT AND RESPONSIBILITIES
1.1. Eligibility Criteria. To be eligible for appointment and ongoing participation in the Podium Partner Program as a Referral Partner, Partner must agree to and comply with the following Eligibility Criteria:
(a) Partner must enroll as a Podium Referral Partner by: (a) by executing a valid PPA or (b) completing enrollment via the Podium Partner Portal. Partner’s enrollment must be accepted by Podium, and Podium may reject Partner’s enrollment for any reason.
(b) To the extent applicable, Partner must complete all necessary training and/or certifications, as reasonably required by Podium from time to time.
(c) Partner must accept and comply with all applicable terms set forth in the PPA and this Agreement, all as amended from time to time.
1.2. Appointment. Subject to the terms of this Agreement and the applicable PPA, Podium hereby appoints Partner as a non-exclusive representative in the Territory to market to, solicit, and/or refer potential End Users to Podium to purchase Podium Services. Partner will not have the authority, express or implied, to make any commitment or incur any obligation on behalf of Podium other than making referrals as set forth in this Agreement.
1.3. Referral Partner Responsibilities. Partner will prospect, identify, and promote Podium Services to Referral Leads. Partner will register each Referral Lead in accordance with these Terms. Partner will conduct all business under Partner’s own name and in accordance with the highest business standards, acting in good faith and in compliance with all laws, and not perform any act that would or might reflect adversely upon Podium’s business, products, or brand integrity.
1.4. General Restrictions. Except as explicitly provided in this Agreement or expressly permitted by applicable law, Partner will not, and will not permit or authorize its employees or other third parties to (a) decompile, disassemble, reverse engineer, or otherwise attempt to discern the source code of the Podium Services; (b) copy, modify, enhance, or otherwise create derivative works of the Podium Services; (c) develop methods to enable unauthorized use of the Podium Services; (d) develop product(s) or service(s) that are competitive or substantially similar to the Podium Services in violation of Podium’s proprietary or intellectual property rights or Partner’s confidentiality obligations hereunder; or (e) white label any Podium Services.
2. LEAD REGISTRATION
2.1. Requirements. Partner must identify and register Referral Leads through the Partner Portal or via any other registration method designated or approved by Podium in writing. Each Referral Lead must include, at a minimum, the information required in the Partner Portal registration form, or as otherwise specified by Podium, including but not limited to Referral Lead name and contact details. Podium will provide Partner electronic or written confirmation of its acceptance (or denial) of a Referral Lead. Each Referral Lead submitted to Podium which Podium has accepted in writing will be referred to as a “Qualified Referral Lead.” The date on which such acceptance is given will be referred to, with respect to such Qualified Referral Lead, as the “Qualified Referral Lead Date.” To the extent Podium shares affiliate links with Partner for use with Referral Leads, Partner will not share such affiliate links publicly in any manner.
2.2. Acceptance. In order for a Referral Lead to be accepted as a Qualified Referral Lead, Partner must meet the following conditions:
(a) Partner must provide contact and other information sufficient to validate that the Referral Lead is a legitimate entity, business, or person.
(b) Information submitted for a Referral Lead must be made in good faith based on Partner’s actual contacts with the approval of the business owner or primary business operator.
(c) If two or more Podium Referral Partners refer the same Referral Lead to Podium within a three (3)-month period, the first partner to submit the Referral Lead information will earn the Referral Payment unless the Referral Lead by the first partner is marked with a “closed lost” status in Podium’s system due to inability to complete a sale.
2.3. Rejection. Podium may reject a Referral Lead submission for any of the following reasons:
(a) Such Referral Lead is:
(i) a current Client of Podium, or a former Client that has canceled Podium within the last 60 days,
(ii) a former or current partner of Podium,
(iii) an active Podium sales opportunity with contact in the past 30 days, or
(iv) a marketing lead of Podium at the time the applicable Referral Lead is made to Podium by Partner;
(b) Such Referral Lead has already been submitted to Podium by another partner (though Podium may, in its sole discretion, accept the same Referral Lead from multiple partners, subject to Section 2.2(c) above);
(c) Such Referral Lead does not meet Podium’s qualifications for its Clients for reasons of credit worthiness, type of business, or location, including for any reasons set forth in the Podium Master Terms of Service or the Podium AUP;
(d) Partner fails to submit the Referral Lead in accordance with the procedures designated by Podium in this Agreement or Partner fails to comply with any other procedure or policy set forth in the Partner Portal: or
(e) Such Referral Lead is identified as a competitor to Podium.
3. REFERRAL PAYMENT
3.1. Referral Payment Calculation. Subject to the terms of this Agreement, Podium will pay Partner a one-time commission for each Qualified Referral Lead that completes an End User Transaction directly with Podium during the Term (the “Referral Payment”). The Referral Payment will be calculated as a percentage (using the percentage set forth in Partner’s PPA or the applicable Partner Portal commission report) of the annual subscription fees for each applicable End User Transaction. For clarity, no Referral Payment(s) will be made on any non-subscription based Podium Services, including Podium Payments.
3.2. Referral Payment Schedule. Referral Payments will be calculated within the first week of the month following the applicable End User Transaction. The Referral Payment will be issued within forty-five (45) days after the end of the month in which the Referral Payment accrued.
3.3. Requirements. In order to receive payment under this Agreement, Partner must:
(a) Not be in breach of any of the terms and conditions of this Agreement;
(b) Provide to Podium all necessary information for payment, including but not limited to Partner’s banking account information and/or mailing address;
(c) Prior to commencing Partner activities, submit to Podium the necessary tax documents (i.e., a fully completed Form W-9 including Partner’s Tax Identification Number for U.S.-based partners, or Form W-8BEN or W-8BEN-E for non-U.S.- based partners); and
(d) Notify Podium in writing of any changes to Partner’s address, banking information, or other information necessary to complete a Referral Payment.
3.4. Delays; Forfeiture. Failure to submit Form W-9 (or Form W-8BEN or W-8BEN-E tax forms, where applicable) before the first payout of the Referral Payment or to keep payment information up to date may result in delay of payment. Additionally, notwithstanding the forgoing or anything to the contrary in this Agreement, if: (a) any of the requirements set forth in Section 3.3 above remain outstanding for six (6) months immediately following the End User Transaction for Partner’s Qualified Referral Lead, or (b) Podium has attempted to pay Partner a Referral Payment by bank transfer or by check at least twice and both attempts have been unsuccessful, then Partner’s right to receive a Referral Payment for that Qualified Referral Lead will be forever forfeited (“Forfeited Payment”). Podium assumes no obligation or responsibility to pay Partner a Referral Payment once it has been designated a Forfeited Payment.
Effective May 17th 2022 to January 18th 2023
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Podium Partner Program Terms and Conditions
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICES OR PODIUM ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICES WILL CREATE ANY WARRANTY REGARDING ANY OF THE PODIUM ENTITIES OR THE SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. PODIUM DOES NOT PROVIDE ITS PARTNERS OR CLIENTS WITH LEGAL ADVICE REGARDING DATA PRIVACY OR COMPLIANCE WITH RELEVANT LAW IN ANY JURISDICTION, AND ANY STATEMENTS MADE BY PODIUM TO ITS PARTNERS OR CLIENT(S) SHALL NOT CONSTITUTE LEGAL ADVICE. USE OF THE SERVICES DOES NOT GUARANTEE COMPLIANCE WITH APPLICABLE LAWS IN ANY JURISDICTION.
(ii) a former client that has cancelled Podium within the last 60 days,
(iii) a former or current reseller or strategic partner of Podium,
(iv) an active Podium sales opportunity with contact in the past 30 days, or
(v) a marketing lead of Podium at the time the applicable Lead is is submitted to Podium by Partner;
(ii) a former client that has cancelled Podium within the last 60 days,
(iii) a former or current reseller or strategic partner of Podium,
(iv) an active Podium sales opportunity with contact in the past 30 days, or
(v) a marketing lead of Podium at the time the applicable Lead is is submitted to Podium by Partner;
Effective May 10th 2022 to May 17th 2022
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Podium Partner Program Terms and Conditions
(b) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICES OR PODIUM ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICES WILL CREATE ANY WARRANTY REGARDING ANY OF THE PODIUM ENTITIES OR THE SERVICES THAT IS NOT EXPRESSLY STATED IN THESE TERMS. PODIUM DOES NOT PROVIDE ITS PARTNERS OR CLIENTS WITH LEGAL ADVICE REGARDING DATA PRIVACY OR COMPLIANCE WITH RELEVANT LAW IN ANY JURISDICTION, AND ANY STATEMENTS MADE BY PODIUM TO ITS PARTNERS OR CLIENT(S) SHALL NOT CONSTITUTE LEGAL ADVICE. USE OF THE SERVICES DOES NOT GUARANTEE COMPLIANCE WITH APPLICABLE LAWS IN ANY JURISDICTION.
(ii) a former client that has cancelled Podium within the last 60 days,
(iii) a former or current reseller or strategic partner of Podium,
(iv) an active Podium sales opportunity with contact in the past 30 days, or
(v) a marketing lead of Podium at the time the applicable Lead is is submitted to Podium by Partner;
(ii) a former client that has cancelled Podium within the last 60 days,
(iii) a former or current reseller or strategic partner of Podium,
(iv) an active Podium sales opportunity with contact in the past 30 days, or
(v) a marketing lead of Podium at the time the applicable Lead is is submitted to Podium by Partner;
Referral Program Agreement
Effective September 5th 2024
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These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | e-Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Friend Referral Bonus | e-Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | NA |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | e-Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription | NA |
| Friend Referral Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription | NA |
| Employee Referral Bonus | $700.00 AUD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription | NA |
| Referred Client Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client |
Effective August 28th 2024 to September 5th 2024
DownloadTable of Contents
These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | e-Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Friend Referral Bonus | e-Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | NA |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | e-Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Employee Referral Bonus | $700.00 AUD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective August 23rd 2024 to August 28th 2024
DownloadTable of Contents
These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits | |
| Client Referral Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA | |
| Employee Referral Bonus | $700.00 AUD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA | |
| Referred Client Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services |
|
Effective August 15th 2024 to August 23rd 2024
DownloadTable of Contents
These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits | |
| Client Referral Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA | |
| Employee Referral Bonus | $700.00 AUD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA | |
| Referred Client Bonus | e-Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services |
|
Effective May 4th 2023 to August 15th 2024
DownloadTable of Contents
These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $50.00 AUD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $50.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Employee Referral Bonus | $700.00 AUD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective May 4th 2023 to May 4th 2023
DownloadTable of Contents
These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $50.00 AUD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $50.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Employee Referral Bonus | $700.00 AUD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective May 3rd 2023 to May 4th 2023
DownloadTable of Contents
These Podium U.S. Referral Program Terms (these “ U.S. Terms”) govern your participation in the Podium U.S. Referral Program, as more fully described below (the “U.S. Referral Program”). By submitting a Referral or otherwise participating in the U.S. Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the U.S. Terms and modify (including terminating) the U.S. Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $700.00 AUD per Referred Client | $700.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $50.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $50.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Employee Referral Bonus | $700.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $700.00 AUD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective March 15th 2023 to May 3rd 2023
DownloadTable of Contents
These Podium Referral Program Terms (these “Terms”) govern your participation in the Podium Referral Program, as more fully described below (the “Referral Program”). By submitting a Referral or otherwise participating in the Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the Terms and modify (including terminating) the Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective March 15th 2023 to March 15th 2023
DownloadTable of Contents
These Podium Referral Program Terms (these “Terms”) govern your participation in the Podium Referral Program, as more fully described below (the “Referral Program”). By submitting a Referral or otherwise participating in the Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the Terms and modify (including terminating) the Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $250.00USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $500.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective March 7th 2023 to March 15th 2023
DownloadTable of Contents
These Podium Referral Program Terms (these “Terms”) govern your participation in the Podium Referral Program, as more fully described below (the “Referral Program”). By submitting a Referral or otherwise participating in the Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the Terms and modify (including terminating) the Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demo Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Client Demo Bonuses per Client Referrer per year. |
| Friend Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services Subscription. | Limited to ten (10) Friend Referral Bonuses per Friend of Podium per year. |
| Friend Demo Bonus | Visa Gift Card in the amount of $250.00USD for each Qualified Referral that attends a sales demo with a Podium Sales Representative OR signs up for the qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | Limited to ten (10) Friend Demo Bonuses per Friend of Podium per year. |
| Employee Referral Bonus | $200.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective February 15th 2023 to March 7th 2023
DownloadTable of Contents
These Podium Referral Submission Terms (these “Terms”) govern your participation in the Podium Referral Program, as more fully described below (the “Referral Program”). By submitting a Referral or otherwise participating in the Referral Program, you agree to these Terms, which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the Terms and modify (including terminating) the Referral Program from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service and any other terms and conditions referenced therein.
1. Violate the intellectual property rights of Podium or any other third party;
In particular, the following specific activities are prohibited:
| Bonus Type | Bonus Amount | Bonus Timing | Bonus Limits |
| Client Referral Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | $500.00 Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | Limited to ten (10) Client Referral Bonuses per Client Referrer per year. |
| Client Demp Bonus | Visa Gift Card in the amount of $25.00 USD for each Qualified Referral that attends a sales demo with a Podium Sales representative OR signs up for a qualified free trial of Podium Services | $25.00 Bonus will be provided within seven (7) days of the applicable Qualified Referral starting a Podium Free Trial OR completing a sales demo for Podium Service with a Podium Sales Representative. | NA |
| Employee Referral Bonus | $200.00 USD per Referred Client | Bonus will be provided after the applicable Referred Client has completed the first two (2) months of its qualifying paid Podium Services subscription. | NA |
| Referred Client Bonus | Visa Gift Card in the amount of $500.00 USD per Referred Client | Bonus will be provided to Podium Client business after the Referred Client has completed the first two (2) months of its qualifying paid Podium Services | Limited to one (1) bonus per Referred Client. |
Effective December 9th 2022 to February 15th 2023
DownloadTable of Contents
These Podium Referral Submission Terms (these “Terms”) govern your participation in the Podium Referral Program. By submitting a Lead, you (“Referrer” or “you”) agree to these Terms (these “Terms”), which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the Terms from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service.
1. Violate the intellectual property rights of Referral Podium
Effective August 15th 2022 to December 9th 2022
DownloadTable of Contents
These Podium Referral Submission Terms (these “Terms”) govern your participation in the Podium Referral Program. By submitting a Lead, you (“Referrer” or “you”) agree to these Terms (these “Terms”), which are an agreement between you and Podium Corporation, Inc., a Delaware corporation (“Podium“) and which are incorporated by this reference into the Podium Terms of Service. Podium reserves the right to amend the Terms from time to time at its discretion. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service.
1. Violate the intellectual property rights of Referral Podium
Effective June 20th 2022 to August 15th 2022
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Effective May 17th 2022 to June 20th 2022
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Marketplace Terms of Service
Effective August 15th 2022
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Podium Marketplace Terms of Service
Podium Corporation, Inc. (“Podium”) owns and operates an internet-based marketplace that enables users of the Services (as defined below) to browse, install, purchase (as applicable), and manage subscriptions to Apps, and to access applications purchased or installed in this manner through a single sign on system (the “Marketplace”). By using, installing, or accessing the Marketplace or Apps (as defined below), by signing or clicking to accept these terms or any Subscription Documentation (as defined below) referencing these terms, you agree to be bound by the following terms (the “Marketplace Terms”). To use the Marketplace and any Apps, you must have a current Subscription to use the Podium Services and have agreed to the Podium Terms of Service (“Podium Terms of Service”), which incorporate these Marketplace Terms. Any capitalized terms not defined herein will have the definition given in the Podium Terms of Service. For the avoidance of doubt, all references in the Podium Terms of Service to the “Agreement” will include these Marketplace Terms.
If you are using the Marketplace on behalf of a company, organization, or other entity, then “Client” or “you” means that entity, and you are binding that entity to these Marketplace Terms and the Agreement. You represent and warrant that you have the legal power and authority to enter into these Marketplace Terms and that, if the Client is an entity, these Marketplace Terms are entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to these Marketplace Terms.
Business Associate Agreement
Effective August 15th 2022
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PODIUM BUSINESS ASSOCIATE AGREEMENT
This Podium Business Associate Agreement (“BAA”) is incorporated into the applicable Podium Terms of Service or Master Services Agreement (the “Underlying Agreement”) for any Podium Corporation, Inc. (“Podium”) client in which the applicable Podium Services (as defined in the Underlying Agreement) may involve the creation, maintenance, use, transmission or disclosure of protected health information (“PHI”) within the meaning of the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), the Health Information Technology for Economic and Clinical Health Act (“HITECH”), and their implementing regulations, 45 CFR Parts 160 and 164 as they shall be amended (collectively the “HIPAA Rules”). In such case, Podium will be considered the “Business Associate” hereunder and the Podium client will be considered the “Covered Entity” hereunder.
If and only to the extent that Business Associate is a “business associate” as defined in the HIPAA Rules, this BAA supplements the Underlying Agreement and is intended to and will be interpreted to satisfy the requirements for business associate agreements as set forth in the HIPAA Rules. If Business Associate is not a business associate as defined in the HIPAA Rules, this BAA will be void notwithstanding any other terms to the contrary.
- DEFINITIONS. The following terms used in this BAA will have the same meaning as those terms in the HIPAA Rules: Business Associate, Breach, Covered Entity, Data Aggregation, Designated Record Set, Disclosure, Electronic Protected Health Information, Health Care Operations, Individual, Minimum Necessary, Notice of Privacy Practices, Privacy Officer, Privacy Rule, Protected Health Information, Required By Law, Secretary, Security Rule, Security Incident, Subcontractor, Unsecured Protected Health Information, and Use. All other capitalized terms not defined in this BAA will have the meaning set forth in the Underlying Agreement.
- RESPONSIBILITIES OF BUSINESS ASSOCIATE. Business Associate agrees to:
- USES AND DISCLOSURES BY BUSINESS ASSOCIATE.
- RESPONSIBILITIES OF COVERED ENTITY.
- REQUESTS BY COVERED ENTITY. Covered Entity will not request Business Associate to use or disclose protected health information in any manner that would not be permissible under the HIPAA Privacy Rule if done by Covered Entity.
- TERM AND TERMINATION.
- MISCELLANEOUS.
| If to Business Associate, to: | If to Covered Entity, to: |
Podium Corporation, Inc. 1650 W. Digital Dr. Lehi, UT 84043 Attn: Legal Department | The current address or email address associated with Client’s Podium account, where applicable. |
Developer Terms
Effective August 16th 2022
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Podium Developer Terms
Thank you for choosing to develop on the Podium Developer Platform.
Podium.com (https://www.podium.com), including all of its related applications, dashboards, or platforms (individually and collectively, the “Website”), is owned and operated by Podium Corporation, Inc. (“Podium”, “we” or “us”). The Podium Developer Platform (defined below) allows you to build Apps (as defined herein) for users of the Podium Services (as defined in Podium’s Terms of Service located at https://legal.podium.com/#termsofservice-us). By clicking on “I agree” (or a similar button) or by using or developing on the Podium Developer Platform, you agree to be bound by these Terms, so please read them carefully.
These Podium Developer Terms (the “Developer Terms” or "Terms") are a binding agreement between Podium and the individual or entity registering as a developer on the Podium Developer Platform ("you" or "Developer"). If you are using the Podium Developer Platform on behalf of a company, organization, or other entity, then “Developer” or “you” means that entity, and you are binding that entity to these Terms. You represent and warrant that you have the legal power and authority to enter into these Terms and that, if the Developer is an entity, these Terms are entered into by an employee, agent, or other authorized representative with all necessary authority to bind that entity to these Terms. The Podium Developer Platform is not intended for and may not be used by anyone under the age of 18.
Podium may modify these Terms from time to time, subject to Section 19.7 (Amendments; Waiver).
Downstream BAA
Effective August 17th 2022
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DOWNSTREAM BUSINESS ASSOCIATE AGREEMENT BETWEEN
PODIUM AND SUBCONTRACTOR
This Downstream Business Associate Agreement (“Downstream BAA”) will be incorporated in the applicable Podium Developer Terms (the “Developer Terms”) for Developers in the Podium Developer Program (each a “Subcontractor”) that are business associates (as defined in HIPAA) or who process, store, or transfer Protected Health Information (“PHI”) (as defined in HIPAA) for use with certain products and services owned by Podium Corporation, Inc., a Delaware Corporation (“Podium”).
Background
Pursuant to the parties’ agreement in the Developer Terms, Subcontractor has agreed to perform certain services for or on behalf of Podium that may involve the creation, maintenance, use, transmission, or disclosure of protected health information on behalf of one or more of Podium’s Clients (each, a “Covered Entity” and collectively, “Covered Entities”) within the meaning of the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), the Health Information Technology for Economic and Clinical Health Act (“HITECH”), and their implementing regulations, 45 CFR Parts 160 and 164 (collectively the “HIPAA Rules”). Subcontractor is a subcontractor of Podium and is a Podium when Subcontractor requests, creates, receives, maintains, transmits, uses, or discloses (individually or collectively, “Processes”) PHI on behalf of Podium or one of Podium’s Clients (as defined in the Developer Terms). This Downstream BAA supplements the Developer Terms and is intended to and will be interpreted to satisfy the requirements for business associate agreements as set forth in the HIPAA Rules as they will be amended. Subcontractor understands and acknowledges that, as a business associate, Subcontractor is subject to certain HIPAA Rules, and that the violation of the HIPAA Rules carries significant administrative and criminal penalties as described in 45 CFR § 160.404 and 42 USC § 1320d-6.
In consideration of the mutual premises and covenants contained herein and in the Developer Terms and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Subcontractor and Podium agree as follows:
1. GENERAL PROVISIONS
1.1. Defined Terms. Capitalized terms used in this Downstream BAA without definition have the respective meanings assigned to such terms by the Administrative Simplification section of HITECH and HIPAA.
1.2. Applicability. Subcontractor acknowledges that (a) Podium is a Business Associate of its Covered Entities, and (b) Subcontractor is a downstream Business Associate of Podium under the Developer Terms. This Downstream BAA relates to PHI that Subcontractor accesses or receives from Podium, a Covered Entity, or a third party on behalf of Podium in connection with this Downstream BAA.
1.3. HIPAA Amendments. The parties acknowledge and agree that HITECH and its implementing regulations impose requirements with respect to privacy, security, and breach notification applicable to Business Associates (collectively the “HITECH BA Provisions”). The HITECH BA Provisions and any other future amendments to HIPAA affecting business associate agreements are hereby incorporated by reference into this Downstream BAA as if set forth in this Downstream BAA in their entirety, effective on the later of the Effective Date or such subsequent date as may be specified by HIPAA.
1.4. Regulatory References. A reference in this Downstream BAA to a section in HIPAA means the section as it may be amended from time to time.
1.5. Relationship of the Parties. Subcontractor is and at all times during this Downstream BAA will be acting as an independent contractor to Podium, and not as Podium’s agent. Podium will not have authority to control the method or manner in which Subcontractor performs its services on behalf of Podium, provided that Subcontractor complies with the terms of this Downstream BAA and the HIPAA Rules. Subcontractor will not have authority to bind Podium to any liability unless expressly authorized by Podium in writing, and Podium will not be liable for the acts or omissions of Subcontractor. Subcontractor will not represent itself as the agent of Podium. Nothing in this Downstream BAA will be deemed to establish an agency, partnership, joint venture, or other relationship except that of independently contracting entities.
1.6. Rights to PHI. Subcontractor acknowledges and agrees that neither it nor any of its employees, agents, consultants, or assigns will have any rights in any of the PHI or to Process the PHI in any form, including stripped or aggregated information or statistical information derived from or in connection with the PHI, except as expressly permitted in the Developer Terms and this Downstream BAA.
2. OBLIGATIONS OF SUBCONTRACTOR
2.1. Subcontractor Responsibilities. Subcontractor must fully comply with all relevant laws relating to the privacy or security of PHI applicable to Subcontractor, including but not limited to the HIPAA Rules as applicable to subcontractors. Subcontractor may not use or disclose PHI except as permitted by this Downstream BAA or as otherwise required by law. Subcontractor may only Process PHI as permitted or required under the Developer Terms (including this Downstream BAA) or as Required by Law but must not otherwise use, disclose, or Process PHI. Subcontractor must use appropriate safeguards to prevent the use or disclosure of PHI other than as permitted by this Downstream BAA or each Covered Entity Downstream BAA. To the extent applicable to business associates, Subcontractor will comply with the requirements in 45 CFR Part 164, Subpart C, including the use of administrative, physical, and technical safeguards to protect electronic protected health information. Subcontractor may not Process PHI in any manner that would constitute a violation of HIPAA if so used or disclosed by Podium or any Covered Entity except as set forth in Sections 2.1(b) and (c) of this Downstream BAA. To the extent Subcontractor carries out any of Podium's or a Covered Entity’s obligations under the HIPAA Privacy Rule, Subcontractor must comply with the requirements of the HIPAA Privacy Rule that apply to Podium and Covered Entities in the performance of such obligations. To the extent Subcontractor is to carry out a Covered Entity’s obligations under 45 CFR Part 164, Subpart E (“HIPAA Privacy Rule”), Subcontractor must comply with the requirements of the HIPAA Privacy Rule that apply to a Covered Entity in the performance of such obligations. Except as otherwise stated in this Downstream BAA, Subcontractor may not use or disclose PHI in a manner that would violate the HIPAA Rules if done by a Covered Entity. Under no circumstances will Subcontractor sell the PHI in violation of the HIPAA Rules Without limiting the generality of the foregoing, Subcontractor is permitted to use or disclose PHI as set forth below:
(a) Subcontractor may use and disclose PHI to carry out Subcontractor's duties and obligations under the Developer Terms or under any agreement between Subcontractor and Podium or a Covered Entity;
(b) Subcontractor may use PHI internally for Subcontractor's proper management and administrative services or to carry out its legal responsibilities;
(c) To the extent required by the “minimum necessary” requirements of the HIPAA Rules, Subcontractor may only Process the minimum amount of PHI necessary to accomplish the purpose of the request, use, or disclosure. Subcontractor must comply with the minimum necessary guidance to be issued by the Secretary pursuant to HIPAA and, to the extent practicable, will not Process any Direct Identifiers (as defined in the limited data set standard of HIPAA).
(d) Subcontractor may disclose PHI to a third party for Subcontractor's proper management and administration, provided that the disclosure is required by law or Subcontractor enters into a written agreement with the third party under which the third party agrees to (1) protect the confidentiality, security, and privacy of the PHI, (2) only use or further disclose the PHI as required by law or for the purpose for which the PHI was disclosed to the third party, and (3) notify Subcontractor of any instances of which the third party is aware in which the confidentiality of the PHI has been breached; and
(e) Subcontractor agrees that none of the PHI it receives or its agents or subcontractors receive from Podium will be exported or stored (including temporary storage) outside of the United States.
2.2. Safeguards. Subcontractor must use appropriate safeguards to prevent the use or disclosure of PHI other than as provided for by this Downstream BAA. In addition, Subcontractor must implement Administrative Safeguards, Physical Safeguards, and Technical Safeguards that reasonably and appropriately protect the Confidentiality, Integrity, and Availability of Electronic Protected Health Information (“EPHI”) that it creates, receives, maintains, or transmits on behalf of Podium. Without limiting the foregoing, Subcontractor must comply with the HIPAA Security Rule and with all other applicable provisions of HIPAA with respect to EPHI.
2.3. Mitigation. Subcontractor must take reasonable steps to mitigate, to the extent practicable, any harmful effect (that is known to Subcontractor) of a use or disclosure of PHI by Subcontractor in violation of this Downstream BAA or HIPAA.
2.4. Subcontractors. Subcontractor may not subcontract any services that require it to disclose PHI that it has received from or created on behalf of Podium or any Covered Entities unless expressly authorized in the Developer Terms or this Downstream BAA. In the event Subcontractor is authorized to disclose such PHI, prior to any such permitted disclosure Subcontractor must enter into a written agreement meeting the requirements of 45 C.F.R. §§ 164.504(e) and 164.314(a)(2) with each Subcontractor (including, without limitation, a Subcontractor that is an agent under applicable law) that Processes PHI on behalf of Subcontractor. If Subcontractor is authorized to subcontract services, Subcontractor must ensure that any subcontractors that create, receive, maintain, or transmit protected health information on behalf of Subcontractor agree to the same restrictions, conditions, and requirements set forth in this Downstream BAA and the HIPAA Rules applicable to such subcontractors. Subcontractor may fulfill this requirement by executing a written agreement with the subcontractor incorporating the terms of this Downstream BAA and, to the extent necessary, otherwise complying with the requirements in 45 CFR §§ 164.308, 164.502, and 164.504. Subcontractor must ensure that the written agreement with each Subcontractor obligates the Subcontractor to comply with restrictions and conditions that are at least as restrictive as the restrictions and conditions that apply to Subcontractor under this Downstream BAA. In no event may Subcontractor, without Podium’s prior written approval, provide PHI to any employee or agent, including any Subcontractor, if such employee, agent, or Subcontractor receives, processes, or otherwise has access to the PHI outside of the United States.
2.5. Reporting Requirements. Subcontractor must immediately report to Podium any use or disclosure of PHI not permitted by this Downstream BAA or HIPAA of which Subcontractor becomes aware, including but not limited to (a) use or disclosure of PHI in violation of this Downstream BAA or HIPAA by Subcontractor or by a third party to which Subcontractor disclosed PHI, (b) breaches of unsecured PHI as required by 45 CFR § 164.410, and (c) security incidents as required by 45 CFR § 164.314. When Subcontractor reports a breach of Protected Health Information (whether secured or unsecured), the report must include the content required by 45 C.F.R. § 164.410 (collectively an “Unauthorized Use or Disclosure”). Subcontractor’s duty to report does not permit Subcontractor to notify those individuals whose PHI has been breached by Subcontractor without the express written permission of Podium to do so. All notifications to those individuals whose PHI has been breached must be made under the direction, review, and control of Podium. Subcontractor will not make any public disclosure, including to the media, of the foregoing without the approval of Podium, or in instances where Subcontractor is compelled by law or court order, without notifying Podium of such disclosure. The parties acknowledge that Subcontractor is periodically subject to attempted but unsuccessful attempts to access its information system (e.g., typical “pings” or port scans), but that such unsuccessful attempts are trivial, routine, and do not constitute a material threat to the security of PHI. The parties agree that further notice of such trivial but unsuccessful attempts will not be required unless expressly required by Podium.
2.6. Cooperation with Podium. Subcontractor will fully cooperate with Podium’s efforts to promptly investigate, mitigate, and notify third parties of breaches of unsecured protected health information or security incidents as required by the HIPAA Rules. Subcontractor will pay for or reimburse Podium for its expenses, costs, losses, payments, or damages resulting from any violation of the HIPAA Rules or breach of this Downstream BAA by Subcontractor or Subcontractor’s members, employees, agents, or subcontractors.
2.7. Access to Information. Within five (5) business days following Podium’s or a Covered Entity’s request, Subcontractor must make available to the related Covered Entity any PHI in Subcontractor’s control as necessary to enable the Covered Entity to satisfy its obligations to provide an individual with access to certain protected health information under 45 CFR § 164.524. If Subcontractor receives a request for access to PHI directly from an Individual, Subcontractor must forward such request to Podium within two (2) business days.
2.8. Availability of PHI for Amendment. Within ten (10) days following Podium’s or a Covered Entity’s request, make available to Podium any PHI for amendment and incorporate any amendments to PHI as necessary to enable the Covered Entity to satisfy its obligations under 45 CFR § 164.526. If Subcontractor receives a request for an amendment to PHI directly from an Individual, Subcontractor must forward such request to Podium within two (2) business days.
2.9. Accounting of Disclosures. Within five (5) business days of written notice by Podium to Subcontractor that Podium has received a request for an accounting of disclosures of PHI (other than disclosures to which an exception to the accounting requirement applies), Subcontractor must deliver to Podium such Information in Subcontractor's possession that is required for Podium to make the accounting required by 45 C.F.R. § 164.528. If Subcontractor receives a request for an accounting directly from an Individual, Subcontractor must forward such request to Podium within five (5) business days. Subcontractor will have no responsibility for providing an accounting to the Individual. Such accounting is limited to disclosures of PHI that were made in the six (6) years prior to the request and must be provided for as long as Subcontractor maintains the PHI.
2.10. Records; Availability of Books and Records. Subcontractor must maintain information concerning Subcontractor’s disclosures of PHI as required by 45 CFR § 164.528 and, within five (5) days following Podium’s or a Covered Entity’s request, make such information available to Podium and the Covered Entity as necessary to enable the Covered Entity to render an accounting of disclosures pursuant to 45 CFR § 164.528. In addition to any other such information, Subcontractor must document the following as to any impermissible disclosure: (i) the date of the disclosure; (ii) the name and address of the person or entity to whom the disclosure was made; (iii) a brief description of the protected health information disclosed; and (iv) a brief statement of the purpose of the disclosure. Subcontractor must promptly remedy any violation of any term of this Downstream BAA and must certify the same to Podium in writing. Subcontractor must make Subcontractor’s internal practices, books, and records relating to the use and disclosure of PHI received from or created or received by Subcontractor on behalf of Podium or a Covered Entity, available to the Secretary for purposes of determining a Covered Entity’s or Podium’s compliance with HIPAA. In addition, if and to the extent requested by Podium or a Covered Entity, Subcontractor must provide to Podium and the Covered Entity such proof of Subcontractor’s compliance with the requirements of this Downstream BAA as Podium or the Covered Entity will reasonably require.
2.11. Indemnification. Subcontractor agrees to indemnify, reimburse, defend, and hold harmless Podium for any costs, expenses, damages, fees, fines, settlements, judgments (including costs and attorney’s fees), and other losses incurred as a result of a breach of this Downstream BAA, Unauthorized Use or Disclosure, Security Incident, or any acts or omissions of Subcontractor or Subcontractor’s officers, members, employees, agents, or subcontractors arising out of the use and disclosure PHI or violation of the HIPAA Rules, or as a result of any negligence or willful misconduct by Subcontractor its agents or subcontractors, including, without limitation: fines or settlement amounts owed to a state or federal government agency; the cost of any notifications to Individuals or government agencies; credit monitoring for affected Individuals; or other mitigation steps taken by Podium to comply with HIPAA or state law.
3. ADDITIONAL RESTRICTIONS AND LIMITATIONS
3.1. Permissions. Podium will notify Subcontractor of any changes in, or revocation of any permission by an Individual to use or disclose the Individual's PHI, to the extent that any such change or revocation affects Subcontractor's use or disclosure of PHI. Subcontractor must comply with any such change or revocation.
3.2. Restrictions & Confidential Communications. Podium will notify Subcontractor of any request for a restriction on the use or disclosure of PHI or confidential communication to which Podium has agreed in accordance with 45 C.F.R. § 164.522, to the extent that such agreed-upon restriction or confidential communication request may affect Subcontractor's use or disclosure of PHI. Subcontractor must comply with any such agreed-upon restriction or confidential communication request.
3.3. Covered Entities' Notices of Privacy Practices. Podium will notify Subcontractor of any limitation in a Covered Entity’s notice of privacy practices that limits Subcontractor's use or disclosure of PHI under this Downstream BAA Subcontractor must comply with such limitations.
4. TERMINATION OF THIS AGREEMENT
4.1. Agreement Term. The term of this Downstream BAA will commence on the Effective Date of the Developer Terms and will continue in full force and effect (and survive the expiration or earlier termination of this Downstream BAA) for so long as Subcontractor maintains any PHI.
4.2. Termination. Podium may terminate this Downstream BAA upon ten (10) days prior notice if Podium determines that Subcontractor or any Subcontractor’s subcontractor has violated the HIPAA Rules, a material term of this Downstream BAA, or otherwise engaged in conduct that may compromise the protected health information. Subcontractor will have the opportunity to cure the breach or violation within the 10-day notice period. If Subcontractor fails to cure the breach or violation within the 10-day notice period, Podium may declare this Downstream BAA and the Developer Terms terminated. Notwithstanding the foregoing, Podium may terminate this Downstream BAA immediately if Subcontractor or any subcontractor engages in any conduct that Podium reasonably believes may result in adverse action against Podium by any governmental agency or third party. Podium may terminate this Downstream BAA without cause upon thirty (30) days prior written notice to Subcontractor. This Downstream BAA will automatically terminate if the Developer Terms are terminated. Notwithstanding anything in the Developer Terms to the contrary, Podium will have the right to terminate the Developer Terms immediately, without penalty or liability, if Podium determines that Subcontractor’s creation, maintenance, use, transmission, or disclosure of protected health information is a material purpose of the Developer Terms and this Downstream BAA is terminated for any reason.
4.3. Obligations of Subcontractor upon Termination. Upon earlier termination of the Developer Terms or of this Downstream BAA, Subcontractor agrees to return or destroy all PHI pursuant to 45 C.F.R. § 164.504(e) (2) (ii)(J), if it is feasible to do so. If it is not feasible for the Subcontractor to return or destroy said PHI, the Subcontractor will notify Podium in writing. This notification must include: (i) a statement that the Subcontractor has determined that it is not feasible to return or destroy the PHI in its possession, and (ii) the specific reasons for such determination. Subcontractor agrees to extend all protections, limitations, and restrictions contained in this Downstream BAA to Podium’s use and/or disclosure of any PHI retained after the termination of this Downstream BAA, and to limit any further uses and/or disclosures to the purposes that make the return or destruction of the PHI infeasible. Upon request by Podium, Subcontractor will provide proof of compliance with this Section 4.3 to Podium in the form of an affidavit or other manner reasonably requested by Podium. Subcontractor’s obligations under Section 2 will survive termination of this Downstream BAA.
5. MISCELLANEOUS
5.1. Regulatory References. A reference in this Downstream BAA to a section in the HIPAA Rules means the section as in effect or as amended.
5.2. Amendments; Waiver. This Downstream BAA may not be modified, nor may any provision hereof be waived or amended, except in a writing duly signed by authorized representatives of the Parties. A waiver with respect to one event may not be construed as continuing, or as a bar to or waiver of any right or remedy as to subsequent events. The Parties agree to take such action as is necessary to amend this Downstream BAA from time to time as is necessary for compliance with the requirements of the HIPAA and any other applicable law.
5.3. Notices. Any notices to be given hereunder to a Party must be made via U.S. Mail or express courier to such Party’s address given below:
If to Podium, to: | If to Subcontractor, to: |
Podium Corporation, Inc. 1650 W. Digital Drive Lehi, UT 84043 Attn: Legal Dept. | The email address used by Subcontractor to register for the Podium Developer Program. |
5.4. Interpretation. Any ambiguity in this Downstream BAA will be interpreted to permit compliance with HIPAA.
5.5. No Third-Party Beneficiaries. Nothing express or implied in this Downstream BAA is intended to confer, nor may anything herein confer, upon any person other than the Parties and the respective successors or assigns of the parties, any rights, remedies, obligations, or liabilities whatsoever.
5.6. Governing Law. This Downstream BAA will be construed to comply with the requirements of the HIPAA Rules, and any ambiguity in this Downstream BAA will be interpreted to permit compliance with the HIPAA Rules. All other aspects of this Downstream BAA will be governed under the laws of Utah. Unless otherwise specified in the Developer Terms, any action arising out of the breach or violation of his Downstream BAA will be pursued in the Relevant Jurisdiction, or the federal district court covering such county.
5.7. Assignment/Subcontracting. This Downstream BAA will inure to the benefit of and be binding upon the parties and their respective legal representatives, successors, and assigns. Subcontractor may assign or subcontract rights or obligations under this Downstream BAA to subcontractors or third parties without the express written consent of Podium provided that Subcontractor complies with Section 1.5. Podium may assign its rights and obligations under this Downstream BAA to any successor or affiliated entity.
5.8. Cooperation. The parties agree to cooperate with each other’s efforts to comply with the requirements of the HIPAA Rules and other applicable laws; to assist each other in responding to and mitigating the effects of any breach of protected health information in violation of the HIPAA Rules or this Downstream BAA; and to assist the other party in responding to any investigation, complaint, or action by any government agency or third party relating to the performance of this Downstream BAA. In addition to any other cooperation reasonably requested by Podium, Subcontractor will make its officers, members, employees, agents, and subcontractors available without charge for interview or testimony.
5.9. Insurance. Unless waived in writing by Podium, Subcontractor will procure and maintain in effect during the term of this Downstream BAA: (1) general liability insurance coverage with minimum limits of $3 million per occurrence and $3 million aggregate; and (2) professional liability or errors and omissions insurance coverage within minimum limits of $3 million per occurrence and $3 million in aggregate, insuring against breaches of this Downstream BAA; (3) workers’ compensation insurance coverage as required by law and employers liability in an amount not less than $1 million, and (4) automobile liability insurance in the amount of $1,000,000, if applicable. Upon request, Subcontractor will provide evidence of continuous coverage to Podium and no coverage required within this Section 5.9 will be voided or canceled without prior notice to Podium. Podium, its subsidiaries and affiliates, and its employees, trustees, directors, officers, subcontractors, agents, or other members of its workforce will be added as additional insureds on the liability policies required herein on a primary, non-contributory basis. If this agreement is supplemental documentation to a professional services or vendor agreement, then the greater of the insurance types and coverage requirements will take precedence to this clause. Upon Podium’s request, Subcontractor will provide proof of such insurance to Podium.
5.10. Relation to Developer Terms. This Downstream BAA supplements the Developer Terms. The terms and conditions of the Developer Terms will continue to apply to the extent not inconsistent with this Downstream BAA. If there is a conflict between this Downstream BAA and the Developer Terms, this Downstream BAA will control. Notwithstanding any limitation on liability or other term in the Developer Terms to the contrary, Subcontractor’s obligations pursuant to Sections 2(e) and 11 will apply in the event of any violation of the HIPAA Rules or breach of this Downstream BAA by Subcontractor or its members, employees, agents, or subcontractors.
5.11. Entire Agreement. This Downstream BAA contains the entire agreement between the parties as it relates to the use or disclosure of PHI and supersedes all prior discussions, negotiations, and services relating to the same to the extent such other prior communications are inconsistent with this Downstream BAA.
5.12. Servability. In case any provision in this Downstream BAA shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.
5.13. Survival. The terms in this Downstream BAA that must survive termination of this Downstream BAA to give them full effect will survive termination of this Downstream BAA, including but not limited to Sections 2, 3, 4.3, 5.6, 5.8, 5.9, and 5.10.
Developer Security & SLA Requirements
Effective February 13th 2024
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- You will allow Podium to conduct system vulnerability scans on the provided systems or endpoints on an on-going basis to ensure maximum security and adherence to these requirements.
- Your App must not collect Podium Clients’ user credentials.
- To the best of your ability, you must follow security best practices and hardening techniques for all aspects of your business.
- Your App must authenticate and authorize all requests.
- Your App must be protected against common web security vulnerabilities.
- If your App stores its own credentials, then it must only store salted password hashes, not plaintext passwords, as described on the Open Web application Security Project website.
- Your App must always be served over HTTPS using a valid TLS certificate (version 1.3) with an expiration date of at least 1 year from the App submission date.
- HSTS must be enabled with a minimum age of at least one year.
- You must provide a Vulnerability Disclosure Policy (VDP) for security researchers to be able to submit findings regarding your App.
- All OS, web-server, and app-server security patches must be up to date, and new patches must be applied in a commercially reasonable timeframe after they are made available by the hardware and software vendors.
- You must provide the IP address(es) from which your App operates and from which Podium API calls are made.
- You must submit a Security Self-Assessment.
- Your App must generate secure tokens, including expirations and search indexing protections, where applicable.
- Your App must not expose network services unnecessarily.
- Your App must not expose its shared secret. If your secret is inadvertently exposed, then you must rotate the secret immediately. They should never be logged, stored in client-side code and public repositories, or made accessible to end-users.
- Request only the OAuth scopes needed for the documented use of the App.
- You must own the domain name that you use for your App, your App’s privacy policy, support, and landing page URLs, or get the appropriate permission from the domain name owner.
- Your App must protect against iFrames using frame-ancestor Content-Security Policy directives (if applicable).
- Caching is disabled on all SSL pages and all pages that contain sensitive data by using value no-cache and no-store instead of private in the Cache-Control header.
- Your App web server must be configured to disable the TRACE and other HTTP methods if not being used.
- You must include a link to a privacy policy in your App listing to communicate how your App uses data, and to help build trust with businesses using Podium.
- Your App must not provide third-parties with access to a Client’s Podium data, via external API calls or any other means.
- Your App must not export, save, or store End-User Data for any purpose other than the functional use of your App.
- If your App is used by organizations based in Europe, or organizations with customers based in Europe, then it's your responsibility to make sure that your App is GDPR compliant.
- Your App must subscribe to mandatory webhooks so that you can receive any data deletion requests that are issued by organizations. If applicable, your App must subscribe to mandatory GDPR webhooks.
- If your App handles a significant amount of End-User Data, then it must have a system in place to manage that data properly, including secure storage and the ability to erase data at the user's request as per the data rights of individuals.
- You will guarantee 99.9% uptime for your App. If your App has downtime that falls short of the 99.9% uptime guarantee for any 30-day period, Podium may revoke your access to the Marketplace and remove or disable your App. This uptime guarantee does not apply to planned maintenance, so long as such maintenance is communicated to the Podium Clients.
Effective August 17th 2022 to February 13th 2024
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- You will allow Podium to conduct system vulnerability scans on the provided systems or endpoints on an on-going basis to ensure maximum security and adherence to these requirements.
- Your App must not collect Podium Clients’ user credentials.
- To the best of your ability, you must follow security best practices and hardening techniques for all aspects of your business.
- Your App must authenticate and authorize all requests.
- Your App must be protected against common web security vulnerabilities.
- If your App stores its own credentials, then it must only store salted password hashes, not plaintext passwords, as described on the Open Web application Security Project website.
- Your App must always be served over HTTPS using a valid TLS certificate (version 1.3) with an expiration date of at least 1 year from the App submission date.
- HSTS must be enabled with a minimum age of at least one year.
- You must provide a Vulnerability Disclosure Policy (VDP) for security researchers to be able to submit findings regarding your App.
- All OS, web-server, and app-server security patches must be up to date, and new patches must be applied in a commercially reasonable timeframe after they are made available by the hardware and software vendors.
- You must provide the IP address(es) from which your App operates and from which Podium API calls are made.
- You must submit a Security Self-Assessment.
- Your App must generate secure tokens, including expirations and search indexing protections, where applicable.
- Your App must not expose network services unnecessarily.
- Your App must not expose its shared secret. If your secret is inadvertently exposed, then you must rotate the secret immediately. They should never be logged, stored in client-side code and public repositories, or made accessible to end-users.
- Request only the OAuth scopes needed for the documented use of the App.
- You must own the domain name that you use for your App, your App’s privacy policy, support, and landing page URLs, or get the appropriate permission from the domain name owner.
- Your App must protect against iFrames using frame-ancestor Content-Security Policy directives (if applicable).
- Caching is disabled on all SSL pages and all pages that contain sensitive data by using value no-cache and no-store instead of private in the Cache-Control header.
- Your App web server must be configured to disable the TRACE and other HTTP methods if not being used.
- You must include a link to a privacy policy in your App listing to communicate how your App uses data, and to help build trust with businesses using Podium.
- Your App must not provide third-parties with access to a Client’s Podium data, via external API calls or any other means.
- Your App must not export, save, or store End-User Data for any purpose other than the functional use of your App.
- If your App is used by organizations based in Europe, or organizations with customers based in Europe, then it's your responsibility to make sure that your App is GDPR compliant.
- Your App must subscribe to mandatory webhooks so that you can receive any data deletion requests that are issued by organizations. If applicable, your App must subscribe to mandatory GDPR webhooks.
- If your App handles a significant amount of End-User Data, then it must have a system in place to manage that data properly, including secure storage and the ability to erase data at the user's request as per the data rights of individuals.
- Your will guarantee 99.9% uptime for your App. If your App has downtime that falls short of the 99.9% uptime guarantee for any 30-day period, Podium may revoke your access to the Marketplace and remove or disable your App. This uptime guarantee does not apply to planned maintenance, so long as such maintenance is communicated to the Podium Clients.
Preferred Vendor General Terms
Effective December 21st 2022
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PODIUM PREFERRED VENDOR GENERAL TERMS
These terms and conditions, together with Partner’s applicable Preferred Vendor Agreement, are an agreement between you (“Partner” or “you”) and Podium Corporation, Inc. (“Podium,” “we,” or “us”). By clicking to accept these terms or by signing or clicking to accept any agreement referencing these Terms, you agree to all the applicable terms and conditions of these Podium Preferred Vendor General Terms (“Terms”) and Partner’s Applicable Preferred Vendor Agreement (together with the “Terms,” this Agreement”).
By accepting these Terms, you represent and warrant that you have the legal power and authority to enter into this Agreement. If Partner is an entity, you represent and warrant that this Agreement is entered into by an employee or agent with all necessary authority to bind that entity to this Agreement.
We may periodically update these Terms. If we update or replace these Terms we will notify you in accordance with Section 11 below. If you have entered into another agreement with Podium concerning your role as a Podium partner, the terms of that agreement control in the event of any conflict with these Terms. Capitalized terms used in herein without a definition have the same meaning as the defined term in the applicable Preferred Vendor Agreement.
The Parties agree that each Party shall retain all right, title, and interest worldwide in its inventions and all applicable intellectual property rights, as of the Effective Date or discovered, conceived, or reduced to practice by such Party during the Term. The Parties further agree that data transmitted under this Agreement (including, but not limited to, reports, structured data, and visual representations of data), together with all intellectual property rights in such data (“Data”), shall be owned as follows: (i) Data transferred by Partner to Podium (excluding any Data provided to Podium to which Partner would not otherwise have any ownership rights) shall be owned by Partner; (ii) Data stored in Podium’s platform shall be owned by Podium (excluding any Data provided by Partner to which Podium would not otherwise have any ownership rights).
4.1. Partner Obligations. Partner will indemnify, defend and hold Podium harmless from and against any third-party claims and related costs, damages, liabilities and expenses (including reasonable attorney’s fees) arising from or pertaining to (i) a breach or alleged breach of Partner’s obligations under this Agreement, (ii) any claim of a governmental entity or other party that Partner has violated any law, rule, or regulation, or (iii) Podium’s use, as contemplated in this Agreement, of any Member information provided to Podium by Partner. Partner also agrees to defend Podium against these claims at Podium’s request, but Podium may participate in any claim through counsel of its own choosing and the Parties will reasonably cooperate on any defense. Partner must not settle any claim without Podium’s prior written consent if the settlement does not fully release Podium from liability or would require Podium to admit fault, pay any amounts or take or refrain from taking any action.
4.2. Podium Obligations. Podium will indemnify, defend and hold Partner harmless from and against any third-party claims and related out-of-pocket costs, damages, liabilities and out-of-pocket expenses arising from or pertaining to (a) a breach or alleged breach of Podium’s obligations under this Agreement, (b) any claim of a governmental entity or other party that Podium has violated any law, rule, or regulation, and (c) Podium’s gross negligence or willful misconduct in performing its obligations under this Agreement. Podium also agrees to defend Partner against these claims at Partner’s request, but Partner may participate in any claim through counsel of its own choosing and the Parties will reasonably cooperate on any defense. Podium must not settle any claim without Partner’s prior written consent if the settlement does not fully release Partner from liability or would require Partner to admit fault, pay any amounts or take or refrain from taking any action.
IN NO EVENT WILL PODIUM, ITS SHAREHOLDERS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL PODIUM’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE SERVICES AND PRODUCTS (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED IN AGGREGATE THE TOTAL AMOUNT PAID OR PAYABLE BY ENROLLED MEMBERS TO PODIUM IN RELATION TO THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM GIVING RISE TO LIABILITY. THE PARTIES AGREE THAT THIS SECTION SHALL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE SERVICES CAN BE MADE AVAILABLE FOR FREE OR AT REDUCED PRICES, ONLY BECAUSE OF PODIUM’S RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. SOME STATES LIMIT THE APPLICABILITY OF SUCH LIMITATIONS AND DISCLAIMERS. IN THOSE STATES, THE LIMITATIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT ALLOWED BY LAW.
Any notice or communication to Podium under this Agreement must be in writing. Client must send any notices under this Agreement (including breach notices) to Podium Headquarters and include "Attn. Legal Department" in the subject line. Podium may send notices to the e-mail addresses listed on Partner’s Preferred Vendor Agreement or, at Podium’s option, to Partner’s last-known postal address.
The engagement contemplated under this Agreement between Partner and Podium will be on a non-exclusive basis, and nothing will prevent either Party from entering into other or similar agreements with other persons or entities.
Unless otherwise specified herein, Podium may use Partner’s name, logo and marks to identify Partner as a Podium partner and/or client on Podium’s Website and other marketing materials.
Although the term “partner” is used throughout the Agreement, the relationship of the parties established by this Agreement is that of independent contractors, and nothing contained in this Agreement should be construed to give either party the power to: (a) act as an agent; or (b) direct or control the day-to-day activities of the other. Financial and other obligations associated with each party’s business are the sole responsibility of that party. Neither Party is authorized to bind the other Party to any liability or obligation or to represent that such Party has any authority.
Neither Party will be liable for any delay or failure to perform its obligations under this Agreement (except payment obligations) if the delay or failure is due to causes beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, natural disaster, disruption in transportation systems, disruption of labor force, national or state emergency, epidemic, pandemic, communicable disease outbreak, failure or reduction of power or telecommunications or data networks or services, or government act or order.
Podium may update or modify these Terms (including referenced policies and other documents) from time to time by posting a revised version on the Website or by notification via the email associated with your Podium Partner account. If a change to these Terms materially modifies your rights or obligations, you may be required to click through the updated Terms to show acceptance. Material modifications are effective upon the earlier of your acceptance of the modified Terms or upon your next subsequent Renewal Term. Immaterial modifications will become effective upon posting or notification. Except as otherwise set forth in this Agreement, any modification or amendment to this Agreement must be made in writing and signed by a duly authorized representative of each Party (each in its discretion). No waiver will be implied from conduct or failure to enforce or exercise rights under this Agreement. No waiver of any provision of the Agreement will constitute a waiver of any other provision, whether or not similar, nor will any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement will not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision. Waivers must be made in writing and executed by a duly authorized representative of the waiving party
If any provision of the Terms shall be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms shall not be impaired. The Terms shall be binding on and inure to the benefit of the Parties and their heirs, personal representatives, successors, and assigns.
Nothing in the Terms, express or implied, is intended to confer on any person, other than the Parties to the Terms, any right or remedy of any nature whatsoever.
This Agreement represents the Parties’ complete and exclusive understanding relating to the Agreement’s subject matter. It supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Podium Services or any other subject matter covered by this Agreement.
This Agreement may be executed in counterparts, each of which shall constitute an original, and all of which shall constitute one and the same instrument. A facsimile or other reproduction of this Agreement may be executed by one or more Parties hereto, and an executed copy of this Agreement may be delivered by one or more Parties hereto by facsimile or similar electronic transmission device pursuant to which the signature of or on behalf of such Party can be seen, and such execution and delivery shall be considered valid, binding and effective for all purposes. At the request of any Party hereto, all Parties hereto agree to execute an original of this Agreement as well as any facsimile or other reproduction hereof.
This Agreement is governed by the laws of Utah, without regard to choice or conflict of law rules thereof. The exclusive jurisdiction and venue for actions related to the subject matter of this Agreement shall be Utah, and both Parties submit to the personal jurisdiction of these courts.
Podium Service Partners
Effective August 15th 2024
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Podium Service Partners
Podium partners with a variety of providers to bring our services to our clients. Below is a list of the main providers we work with. We may update this list occasionally to make sure you understand who we partner with to bring our services to our clients.
Amazon Web Services, Inc.
Amplitude, Inc.
Ansira Partners, Inc.
Domo, Inc.
GoCardless
Gong.io, Inc.
Microsoft
OpenAI, L.P.
Plaid Inc.
Riskified, Inc.
Salesforce.com, Inc.
SardineAI, Corp.
Simplifi Holdings, LLC
Snowflake Inc.
Stripe, Inc.
Telus
Tray.io, Inc.
Twilio Inc.
Zapier Inc.
Effective November 8th 2023 to August 15th 2024
DownloadTable of Contents
Podium Service Partners
Podium partners with a variety of providers to bring our services to our customers. Below is a list of the main providers we work with. We may update this list occasionally to make sure you understand who we partner with to bring our services to our customers.
Amazon Web Services, Inc.
Amplitude, Inc.
Ansira Partners, Inc.
Domo, Inc.
Gainsight, Inc.
GoCardless
Gong.io, Inc.
Microsoft
OpenAI, L.P.
Plaid Inc.
Riskified, Inc.
Salesforce.com, Inc.
SardineAI, Corp.
Simplifi Holdings, LLC
Snowflake Inc.
Stripe, Inc.
Telus
Tray.io, Inc.
Twilio Inc.
Zapier Inc.
Effective May 23rd 2023 to November 8th 2023
DownloadTable of Contents
Podium Service Partners
Podium partners with a variety of providers to bring our services to our customers. Below is a list of the main providers we work with. We may update this list occasionally to make sure you understand who we partner with to bring our services to our customers.
Amazon Web Services, Inc.
Amplitude, Inc.
Domo, Inc.
Gainsight, Inc.
GoCardless
Gong.io, Inc.
Microsoft
OpenAI, L.P.
Plaid Inc.
Riskified, Inc.
Salesforce.com, Inc.
SardineAI, Corp.
Simplifi Holdings, LLC
Snowflake Inc.
Stripe, Inc.
Telus
Tray.io, Inc.
Twilio Inc.
Zapier Inc.
Effective May 23rd 2023 to May 23rd 2023
DownloadTable of Contents
Podium Service Partners
Podium partners with a variety of providers to bring our services to our customers. Below is a list of the main providers we work with. We may update this list occasionally to make sure you understand who we partner with to bring our services to our customers.
Amazon Web Services, Inc.
Amplitude, Inc.
Domo, Inc.
Gainsight, Inc.
GoCardless
Gong.io, Inc.
Microsoft
OpenAI, L.P.
Plaid Inc.
Riskified, Inc.
Salesforce.com, Inc.
SardineAI, Corp.
Simplifi Holdings, LLC
Snowflake Inc.
Stripe, Inc.
Telus
Tray.io, Inc.
Twilio Inc.
Zapier Inc.
Data Processing Addendum
Effective August 15th 2024
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PODIUM DATA PROCESSING ADDENDUM
This Podium Data Processing Addendum (“DPA”) applies to the extent Podium Processes any Covered Data as Client’s Processor or Service Provider in connection with Podium’s provision of the Services to Client pursuant to the Podium Terms of Service or Master Services Agreement (as applicable, the “Underlying Agreement”).
1.1 “Applicable Data Protection Law” means privacy and data protection Laws applicable to Podium’s Processing of Covered Data on behalf of Client in connection with Podium’s provision of the Services, including but not limited to the CCPA and the Safeguards Rule, in each case together with its implementing regulations and as amended, superseded, or replaced from time to time.
1.2 “CCPA” means the California Consumer Privacy Act, as amended by the California Privacy Rights Act.
1.3 "Client Account Data" means Personal Data or Personal Information that relates to Client's relationship with Podium, such the names and contact information of Authorized Users, billing information associated with Client's account, and any Personal Data or Personal Information Podium may need to collect for the purpose of identity verification (including providing multi-factor authentication).
1.4 “Covered Data” means any Personal Data, Personal Information, or Customer Information pertaining to a Consumer or Data Subject within the Territory that is provided to Podium by Client or otherwise Processed by Podium as a Processor or Service Provider in connection with Podium’s provision of the Services to Client pursuant to the Underlying Agreement. Covered Data excludes Client Account Data.
1.5 “Customer Information” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(d)).
1.6 “Financial Institution” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(h)).
1.7 “Safeguards Rule” means the Federal Trade Commission’s Standards for Safeguarding Customer Information implemented under the Gramm-Leach-Bliley Act, codified at 16 C.F.R. § 314 et seq.
In addition, “Business”, “Business Purpose”, “Consumer”, “Controller”, “Data Subject”, “Personal Data”, “Personal Information”, “Process”, “Processor”, “Sale”, “Share”, and “Service Provider” and their respective derivative terms as used in this DPA shall be interpreted in accordance with Applicable Data Protection Laws. All other capitalized terms used in this DPA have the meanings ascribed to them in the Underlying Agreement.
2. PODIUM AS A PROCESSOR OF COVERED DATA.
2.1 Processing Details. The parties acknowledge and agree that with respect to the Covered Data, Client is the Controller and Podium acts as a Processor or Service Provider for, and on behalf of, Client and conducts its Processing operations in accordance with Client’s instructions. Client hereby instructs Podium to Process Covered Data on Client’s behalf pursuant to this DPA and the Underlying Agreement. Notwithstanding anything to the contrary in this DPA, Podium may de-identify, aggregate, and/or anonymize all or portions of Covered Data so that it no longer constitutes Personal Data or Personal Information under Applicable Data Protection Laws, at which point such data will no longer constitute Covered Data under this DPA.
2.2 Client's Obligations. Client determines the purposes for and means by which Covered Data is being or will be Processed, and the manner in which Covered Data is or will be Processed. Client represents and warrants that: (a) with respect to Covered Data, Client complies with data security and other obligations prescribed by Applicable Data Protection Laws for Controllers/Businesses and Financial Institutions (if applicable), and the provision of Covered Data to Podium complies with all Applicable Data Protection Laws; and (b) Client will provide notice to individuals and obtain all consents, rights, authorizations, or other lawful basis regarding Client’s Processing and sharing of Covered Data with Podium as required by applicable Law, including without limitation Applicable Data Protection Laws. Client will promptly notify Podium of any Consumer or Data Subject request made pursuant to any Applicable Data Protection Law with which Client must comply that requires Podium to take any action with respect to Covered Data being Processed, and will provide the information necessary for Podium to comply with such request.
2.3 Podium’s Obligations.
2.3.1 Unless otherwise permitted or required by applicable Law, Podium will Process Covered Data in accordance with Client's instructions as a Processor or Service Provider to provide the Services described in the Underlying Agreement to Client, and Client hereby instructs Podium to do so.
2.3.2 Podium will ensure that any person authorized to Process Covered Data under this DPA is bound by appropriate obligations of confidentiality.
2.3.3 Podium has developed and implemented, and will maintain, a comprehensive written information security program that contains administrative, technical, and physical safeguards that are appropriate to Podium’s size and complexity, the nature and scope of Podium’s activities, and the sensitivity of any Covered Data at issue, designed to protect the security and confidentiality of Covered Data, protect against any anticipated threats or hazards to the security or integrity of Covered Data, and protect against unauthorized access to or use of Covered Data that could result in substantial harm or inconvenience to any Consumer, Data Subject, or Customer (as such term is defined in the Safeguards Rule, 16 C.F.R. § 314.2(c)).
2.3.4 Taking into account the nature of the Processing and the information available to Podium, Podium will provide Client with reasonable cooperation and assistance to enable Client as a Business or Controller to fulfill Client’s binding obligations with respect to the Covered Data, if any, under Applicable Data Protection Laws to: (a) respond to requests from Data Subjects or Consumers for the exercise of their rights; and (b) provide notification of a Covered Data breach (or analogous concept) as required under Applicable Data Protection Laws.
2.3.5 Upon written request, Podium will take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of Applicable Data Protection Laws applicable to Processors/Service Providers, and will allow Client to verify Podium’s compliance with Podium’s obligations under this DPA as set forth in Section 2.3.6 below.
2.3.6 Upon Client’s written request no more than once per year, Podium will provide a copy of Podium’s then-current audit report to Client. Such audit report refers to an ISO 27001 certification or another industry standard audit that may be deemed appropriate by Podium which relates to Podium’s Processing of Covered Data and is conducted by an independent third-party auditor on at least an annual basis. The audit report will be deemed to be Podium’s Confidential Information.
2.3.7 Upon termination of the Underlying Agreement and receipt of Client’s written request, Podium will delete Covered Data in Podium’s possession, subject to any limitations described in the Underlying Agreement and unless applicable Law requires further storage.
3. CCPA-SPECIFIC TERMS.
In addition to the general terms in Section 2 of this DPA, this Section 3 applies to the extent that Client is a Business under the CCPA and Podium Processes Personal Information subject to the CCPA as a Service Provider in connection with its provision of the Services to Client. Podium will: (a) not Sell or Share such Personal Information, nor retain, use, or disclose such Personal Information for any purpose other than the Business Purposes specified in the Underlying Agreement, unless otherwise permitted by the CCPA; (b) except to perform the specific Business Purposes or as otherwise permitted by the CCPA, not combine such Personal Information with Personal Information received from or on behalf of another person or source; (c) otherwise comply with provisions of the CCPA applicable to Service Providers, providing the same level of privacy protection required of Businesses by the CCPA, and notify Client if Podium can no longer meet these obligations; and (d) upon receipt of written notice that Client reasonably believes Podium is using Personal Information in an unauthorized manner, take reasonable and appropriate steps to work with Client to remediate the allegedly unauthorized use, if necessary. Podium will notify Client in the event Podium determines it can no longer meet its obligations under the CCPA.
4. PODIUM SERVICE PARTNERS.
Client specifically authorizes Podium to engage sub-Processors/Service Providers from the agreed list of sub-Processors/Service Providers available at https://legal.podium.com/#servicepartners (“Podium Service Partner List”). In the event that Podium seeks to use additional sub-Processors/Service Providers and update the Podium Service Partner List, Podium will provide notice of such update to Client (which may be via email, an online posting or notification, or other reasonable means). Client may reasonably object to a change to the Podium Service Partner List on legitimate grounds within 30 days of notice of this change by emailing legal@podium.com. Notwithstanding the foregoing, Client acknowledges that Podium’s sub-Processors/Service Providers are essential to provide the Services and if Client objects to Podium’s use of a sub-Processor/Service Provider, then notwithstanding anything to the contrary in the Underlying Agreement (including this DPA), Podium will not be obligated to provide to Client the Services for which Podium uses that sub-Processor/Service Provider.
5. PODIUM AS A CONTROLLER OF CLIENT ACCOUNT DATA.
6. CONFLICTS.
To the extent there is a conflict or inconsistency between this DPA and the Underlying Agreement, this DPA will control.
Effective November 2nd 2023 to August 15th 2024
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PODIUM DATA PROCESSING ADDENDUM
This Podium Data Processing Addendum (“DPA”) applies to the extent Podium Processes any Covered Data as Client’s Processor or Service Provider in connection with Podium’s provision of the Services to Client pursuant to the Podium Terms of Service or Master Services Agreement (as applicable, the “Underlying Agreement”).
1.1 “Applicable Data Privacy Law” means, as applicable to the Covered Data at issue, the Australian Privacy Act of 1988, Canadian Personal Information Protection and Electronic Documents Act, California Act, Colorado Act, Connecticut Act, Utah Act, Virginia Act, or Safeguards Rule, in each case together with its implementing regulations and as amended, superseded, or replaced from time to time.
1.2 “California Act” means the California Consumer Privacy Act, as amended by the California Privacy Rights Act.
1.3 “Colorado Act” means the Colorado Privacy Act.
1.4 “Connecticut Act” means the Connecticut Data Privacy Act.
1.5 “Covered Data” means any Personal Data, Personal Information, or Customer Information provided to Podium by Client or otherwise Processed by Podium in connection with Podium’s provision of the Services to Client pursuant to the Underlying Agreement.
1.6 “Customer Information” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(d)).
1.7 “Financial Institution” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(h)).
1.8 “Safeguards Rule” means the Federal Trade Commission’s Standards for Safeguarding Customer Information implemented under the Gramm-Leach-Bliley Act, codified at 16 C.F.R. § 314 et seq.
1.9 “Utah Act” means the Utah Consumer Privacy Act.
1.10 “Virginia Act” means the Virginia Consumer Data Protection Act.
In addition, “Business”, “Business Purpose”, “Consumer”, “Controller”, “Data Subject”, “Personal Data”, “Personal Information”, “Process”, “Processor”, “Sale”, “Share”, and “Service Provider” and their respective derivative terms as used in this DPA shall be interpreted in accordance with Applicable Data Privacy Laws. All other capitalized terms used in this DPA have the meanings ascribed to them in the Underlying Agreement.
2. GENERAL TERMS.
2.1 Processing Details. The parties acknowledge and agree that with respect to the Covered Data, Client is the Controller and Podium acts as a Processor or Service Provider for, and on behalf of, Client and conducts its Processing operations in accordance with Client’s instructions. Client hereby instructs Podium to Process Covered Data on Client’s behalf pursuant to this DPA and the Underlying Agreement. Notwithstanding anything to the contrary in this DPA, Podium may deidentify, aggregate, or anonymize all or portions of Covered Data so that it no longer constitutes Personal Data or Personal Information under Applicable Data Privacy Laws, at which point such data will no longer constitute Covered Data under this DPA.
2.2 Client's Obligations. Client determines the purposes for and means by which Covered Data is being or will be Processed, and the manner in which Covered Data is or will be Processed. Client represents and warrants that: (a) with respect to Covered Data, Client complies with data security and other obligations prescribed by Applicable Data Privacy Laws for Controllers/Businesses and Financial Institutions (if applicable), and the provision of Covered Data to Podium complies with all Applicable Data Privacy Laws; and (b) Client will provide notice to individuals and obtain all consents, rights, authorizations, or other lawful basis regarding Client’s Processing and sharing of Covered Data with Podium as required by applicable Law, including without limitation Applicable Data Privacy Laws. Client will promptly notify Podium of any Consumer or Data Subject request made pursuant to any Applicable Data Privacy Law with which Client must comply that requires Podium to take any action with respect to Covered Data being Processed, and will provide the information necessary for Podium to comply with such request.
2.3 Podium’s Obligations.
2.3.1 Unless otherwise permitted or required by applicable Law, Podium will Process Covered Data as a Processor or Service Provider in compliance with Client’s instructions in this DPA and the Underlying Agreement.
2.3.2 Podium will ensure that any person authorized to Process Covered Data under this DPA is bound by appropriate obligations of confidentiality.
2.3.3 Podium has developed and implemented, and will maintain, a comprehensive written information security program that contains administrative, technical, and physical safeguards that are appropriate to Podium’s size and complexity, the nature and scope of Podium’s activities, and the sensitivity of any Covered Data at issue, designed to protect the security and confidentiality of Covered Data, protect against any anticipated threats or hazards to the security or integrity of Covered Data, and protect against unauthorized access to or use of Covered Data that could result in substantial harm or inconvenience to any Consumer, Data Subject, or Customer (as such term is defined in the Safeguards Rule, 16 C.F.R. § 314.2(c)).
2.3.4 Taking into account the nature of the Processing and the information available to Podium, Podium will provide Client with reasonable cooperation and assistance to enable Client as a Business or Controller to fulfill Client’s binding obligations with respect to the Covered Data, if any, under Applicable Data Privacy Laws to: (a) respond to requests from Data Subjects or Consumers for the exercise of their rights; and (b) provide notification of a Covered Data breach (or analogous concept) as required under Applicable Data Privacy Law.
2.3.5 Upon Client’s written request no more than once per year, Podium will provide a copy of Podium’s then-current audit report to Client. Such audit report refers to an ISO 27001 certification or another industry standard audit that may be deemed appropriate by Podium which relates to Podium’s Processing of Covered Data and is conducted by an independent third-party auditor on at least an annual basis. The audit report will be deemed to be Podium’s Confidential Information.
2.3.6 Upon termination of the Underlying Agreement and receipt of Client’s written request, delete Covered Data in Podium’s possession, subject to any limitations described in the Underlying Agreement and unless applicable Law requires further storage.
3. U.S. STATE-SPECIFIC TERMS.
3.1. California. In addition to the general terms in Section 2 of this DPA, this Section 3.1 applies to the extent that Client is a Business under the California Act and Podium Processes Personal Information subject to the California Act in connection with its provision of the Services to Client. Podium will: (a) not Sell or Share such Personal Information, nor retain, use, or disclose such Personal Information for any purpose other than the Business Purposes specified in the Underlying Agreement, unless otherwise permitted by the California Act; (b) except to perform the specific Business Purposes or as otherwise permitted by the California Act, not combine such Personal Information with Personal Information received from or on behalf of another person or source; (c) otherwise comply with provisions of the California Act applicable to Service Providers, providing the same level of privacy protection required of Businesses by the California Act, and notify Client if Podium can no longer meet these obligations; (d) upon receipt of Client’s written request, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the California Act applicable to Service Providers, and to allow Client to verify Podium’s compliance with Podium’s obligations under this Section 3.1 as set forth in Section 2.3.5 of this DPA; and (e) upon receipt of written notice that Client reasonably believes Podium is using Personal Information in an unauthorized manner, take reasonable and appropriate steps to work with Client to remediate the allegedly unauthorized use, if necessary. Podium will notify Client in the event Podium determines it can no longer meet its obligations under the California Act.
3.2. Colorado, Connecticut, Utah, and Virginia. In addition to the general terms in Section 2 of this DPA, this Section 3.2 applies to the extent that Client is a Controller under the Colorado Act, Connecticut Act, Utah Act, or Virginia Act, and Podium Processes Personal Data subject to the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act in connection with its provision of the Services to Client. With respect to such Personal Data, Podium will: (a) Process such Personal Information as a Processor on Client’s behalf to provide the Services described in the Underlying Agreement or as otherwise permitted by the Colorado Act, Connecticut Act, Utah Act, or Virginia Act (as applicable); and (b) upon written notice, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act applicable to Processors.
4. PODIUM SERVICE PARTNERS.
Client specifically authorizes Podium to engage sub-Processors/Service Providers from the agreed list of sub-Processors/Service Providers available at https://legal.podium.com/#servicepartners (“Podium Service Partner List”). In the event that Podium seeks to use additional sub-Processors/Service Providers and update the Podium Service Partner List, Podium will provide notice of such update to Client (which may be via email, an online posting or notification, or other reasonable means). Client may reasonably object to a change to the Podium Service Partner List on legitimate grounds within 30 days of notice of this change by emailing legal@podium.com. Notwithstanding the foregoing, Client acknowledges that Podium’s sub-Processors/Service Providers are essential to provide the Services and if Client objects to Podium’s use of a sub-Processor/Service Provider, then notwithstanding anything to the contrary in the Underlying Agreement (including this DPA), Podium will not be obligated to provide to Client the Services for which Podium uses that sub-Processor/Service Provider.
5. CONFLICTS.
To the extent there is a conflict or inconsistency between this DPA and the Underlying Agreement, this DPA will control.
Effective June 16th 2023 to November 2nd 2023
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PODIUM DATA PROCESSING ADDENDUM
This Podium Data Processing Addendum (“DPA”) applies to the extent Podium Processes any Covered Data as Client’s Processor or Service Provider in connection with Podium’s provision of the Services to Client pursuant to the Podium Terms of Service or Master Services Agreement (as applicable, the “Underlying Agreement”).
1.1 “Applicable Data Privacy Law” means, as applicable to the Covered Data at issue, the Australian Privacy Act of 1988, Canadian Personal Information Protection and Electronic Documents Act, California Act, Colorado Act, Connecticut Act, Utah Act, Virginia Act, or Safeguards Rule, in each case together with its implementing regulations and as amended, superseded, or replaced from time to time.
1.2 “California Act” means the California Consumer Privacy Act, as amended by the California Privacy Rights Act.
1.3 “Colorado Act” means the Colorado Privacy Act.
1.4 “Connecticut Act” means the Connecticut Data Privacy Act.
1.5 “Covered Data” means any Personal Data, Personal Information, or Customer Information provided to Podium by Client or otherwise Processed by Podium in connection with Podium’s provision of the Services to Client pursuant to the Underlying Agreement.
1.6 “Customer Information” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(d)).
1.7 “Financial Institution” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(h)).
1.8 “Safeguards Rule” means the Federal Trade Commission’s Standards for Safeguarding Customer Information implemented under the Gramm-Leach-Bliley Act, codified at 16 C.F.R. § 314 et seq.
1.9 “Utah Act” means the Utah Consumer Privacy Act.
1.10 “Virginia Act” means the Virginia Consumer Data Protection Act.
In addition, “Business”, “Business Purpose”, “Consumer”, “Controller”, “Data Subject”, “Personal Data”, “Personal Information”, “Process”, “Processor”, “Sale”, “Share”, and “Service Provider” and their respective derivative terms as used in this DPA shall be interpreted in accordance with Applicable Data Privacy Laws. All other capitalized terms used in this DPA have the meanings ascribed to them in the Underlying Agreement.
2. GENERAL TERMS.
2.1 Processing Details. The parties acknowledge and agree that with respect to the Covered Data, Client is the Controller and Podium acts as a Processor or Service Provider for, and on behalf of, Client and conducts its Processing operations in accordance with Client’s instructions. Client hereby instructs Podium to Process Covered Data on Client’s behalf pursuant to this DPA and the Underlying Agreement. Notwithstanding anything to the contrary in this DPA, Podium may deidentify, aggregate, or anonymize all or portions of Covered Data so that it no longer constitutes Personal Data or Personal Information under Applicable Data Privacy Laws, at which point such data will no longer constitute Covered Data under this DPA.
2.2 Client's Obligations. Client determines the purposes for and means by which Covered Data is being or will be Processed, and the manner in which Covered Data is or will be Processed. Client represents and warrants that: (a) with respect to Covered Data, Client complies with data security and other obligations prescribed by Applicable Data Privacy Laws for Controllers/Businesses and Financial Institutions (if applicable), and the provision of Covered Data to Podium complies with all Applicable Data Privacy Laws; and (b) Client will provide notice to individuals and obtain all consents, rights, authorizations, or other lawful basis regarding Client’s Processing and sharing of Covered Data with Podium as required by applicable Law, including without limitation Applicable Data Privacy Laws. Client will promptly notify Podium of any Consumer or Data Subject request made pursuant to any Applicable Data Privacy Law with which Client must comply that requires Podium to take any action with respect to Covered Data being Processed, and will provide the information necessary for Podium to comply with such request.
2.3 Podium’s Obligations.
2.3.1 Unless otherwise permitted or required by applicable Law, Podium will Process Covered Data as a Processor or Service Provider in compliance with Client’s instructions in this DPA and the Underlying Agreement.
2.3.2 Podium will ensure that any person authorized to Process Covered Data under this DPA is bound by appropriate obligations of confidentiality.
2.3.3 Podium has developed and implemented, and will maintain, a comprehensive written information security program that contains administrative, technical, and physical safeguards that are appropriate to Podium’s size and complexity, the nature and scope of Podium’s activities, and the sensitivity of any Covered Data at issue, designed to protect the security and confidentiality of Covered Data, protect against any anticipated threats or hazards to the security or integrity of Covered Data, and protect against unauthorized access to or use of Covered Data that could result in substantial harm or inconvenience to any Consumer, Data Subject, or Customer (as such term is defined in the Safeguards Rule, 16 C.F.R. § 314.2(c)).
2.3.4 Taking into account the nature of the Processing and the information available to Podium, Podium will provide Client with reasonable cooperation and assistance to enable Client as a Business or Controller to fulfill Client’s binding obligations with respect to the Covered Data, if any, under Applicable Data Privacy Laws to: (a) respond to requests from Data Subjects or Consumers for the exercise of their rights; and (b) provide notification of a Covered Data breach (or analogous concept) as required under Applicable Data Privacy Law.
2.3.5 Upon Client’s written request no more than once per year, Podium will provide a copy of Podium’s then-current audit report to Client. Such audit report refers to an ISO 27001 certification or another industry standard audit that may be deemed appropriate by Podium which relates to Podium’s Processing of Covered Data and is conducted by an independent third-party auditor on at least an annual basis. The audit report will be deemed to be Podium’s Confidential Information.
2.3.6 Upon termination of the Underlying Agreement and receipt of Client’s written request, delete Covered Data in Podium’s possession, subject to any limitations described in the Underlying Agreement and unless applicable Law requires further storage.
3. U.S. STATE-SPECIFIC TERMS.
3.1. California. In addition to the general terms in Section 2 of this DPA, this Section 3.1 applies to the extent that Client is a Business under the California Act and Podium Processes Personal Information subject to the California Act in connection with its provision of the Services to Client. Podium will: (a) not Sell or Share such Personal Information, nor retain, use, or disclose such Personal Information for any purpose other than the Business Purposes specified in the Underlying Agreement, unless otherwise permitted by the California Act; (b) except to perform the specific Business Purposes or as otherwise permitted by the California Act, not combine such Personal Information with Personal Information received from or on behalf of another person or source; (c) otherwise comply with provisions of the California Act applicable to Service Providers, providing the same level of privacy protection required of Businesses by the California Act, and notify Client if Podium can no longer meet these obligations; (d) upon receipt of Client’s written request, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the California Act applicable to Service Providers, and to allow Client to verify Podium’s compliance with Podium’s obligations under this Section 3.1 as set forth in Section 2.3.5 of this DPA; and (e) upon receipt of written notice that Client reasonably believes Podium is using Personal Information in an unauthorized manner, take reasonable and appropriate steps to work with Client to remediate the allegedly unauthorized use, if necessary. Podium will notify Client in the event Podium determines it can no longer meet its obligations under the California Act.
3.2. Colorado, Connecticut, Utah, and Virginia. In addition to the general terms in Section 2 of this DPA, this Section 3.2 applies to the extent that Client is a Controller under the Colorado Act, Connecticut Act, Utah Act, or Virginia Act, and Podium Processes Personal Data subject to the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act in connection with its provision of the Services to Client. With respect to such Personal Data, Podium will: (a) Process such Personal Information as a Processor on Client’s behalf to provide the Services described in the Underlying Agreement or as otherwise permitted by the Colorado Act, Connecticut Act, Utah Act, or Virginia Act (as applicable); and (b) upon written notice, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act applicable to Processors.
4. PODIUM SERVICE PARTNERS.
Client specifically authorizes Podium to engage sub-Processors/Service Providers from the agreed list of sub-Processors/Service Providers available at https://legal.podium.com/#servicepartners (“Podium Service Partner List”). In the event that Podium seeks to use additional sub-Processors/Service Providers and update the Podium Service Partner List, Podium will provide notice of such update to Client (which may be via email, an online posting or notification, or other reasonable means). Client may reasonably object to a change to the Podium Service Partner List on legitimate grounds within 30 days of notice of this change by emailing legal@podium.com. Notwithstanding the foregoing, Client acknowledges that Podium’s sub-Processors/Service Providers are essential to provide the Services and if Client objects to Podium’s use of a sub-Processor/Service Provider, then notwithstanding anything to the contrary in the Underlying Agreement (including this DPA), Podium will not be obligated to provide to Client the Services for which Podium uses that sub-Processor/Service Provider.
5. CONFLICTS.
To the extent there is a conflict or inconsistency between this DPA and the Underlying Agreement, this DPA will control.
Effective May 23rd 2023 to June 16th 2023
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PODIUM DATA PROCESSING ADDENDUM
This Podium Data Processing Addendum (“DPA”) applies to the extent Podium Processes any Covered Data as Client’s Processor or Service Provider in connection with Podium’s provision of the Services to Client pursuant to the Podium Terms of Service or Master Services Agreement (as applicable, the “Underlying Agreement”).
1.1 “Applicable Data Privacy Law” means, as applicable to the Covered Data at issue, the Australian Privacy Act of 1988, Canadian Personal Information Protection and Electronic Documents Act, California Act, Colorado Act, Connecticut Act, Utah Act, Virginia Act, or Safeguards Rule, in each case together with its implementing regulations and as amended, superseded, or replaced from time to time.
1.2 “California Act” means the California Consumer Privacy Act, as amended by the California Privacy Rights Act.
1.3 “Colorado Act” means the Colorado Privacy Act.
1.4 “Connecticut Act” means the Connecticut Data Privacy Act.
1.5 “Covered Data” means any Personal Data, Personal Information, or Customer Information provided to Podium by Client or otherwise Processed by Podium in connection with Podium’s provision of the Services to Client pursuant to the Underlying Agreement.
1.6 “Customer Information” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(d)).
1.7 “Financial Institution” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(h)).
1.8 “Safeguards Rule” means the Federal Trade Commission’s Standards for Safeguarding Customer Information implemented under the Gramm-Leach-Bliley Act, codified at 16 C.F.R. § 314 et seq.
1.9 “Utah Act” means the Utah Consumer Privacy Act.
1.10 “Virginia Act” means the Virginia Consumer Data Protection Act.
In addition, “Business”, “Business Purpose”, “Consumer”, “Controller”, “Data Subject”, “Personal Data”, “Personal Information”, “Process”, “Processor”, “Sale”, “Share”, and “Service Provider” and their respective derivative terms as used in this DPA shall be interpreted in accordance with Applicable Data Privacy Laws. All other capitalized terms used in this DPA have the meanings ascribed to them in the Underlying Agreement.
2. GENERAL TERMS.
2.1 Processing Details. The parties acknowledge and agree that with respect to the Covered Data, Client is the Controller and Podium acts as a Processor or Service Provider for, and on behalf of, Client and conducts its Processing operations in accordance with Client’s instructions. Client hereby instructs Podium to Process Covered Data on Client’s behalf pursuant to this DPA and the Underlying Agreement. Notwithstanding anything to the contrary in this DPA, Podium may deidentify, aggregate, or anonymize all or portions of Covered Data so that it no longer constitutes Personal Data or Personal Information under Applicable Data Privacy Laws, at which point such data will no longer constitute Covered Data under this DPA.
2.2 Client's Obligations. Client determines the purposes for and means by which Covered Data is being or will be Processed, and the manner in which Covered Data is or will be Processed. Client represents and warrants that: (a) with respect to Covered Data, Client complies with data security and other obligations prescribed by Applicable Data Privacy Laws for Controllers/Businesses and Financial Institutions (if applicable), and the provision of Covered Data to Podium complies with all Applicable Data Privacy Laws; and (b) Client will provide notice to individuals and obtain all consents, rights, authorizations, or other lawful basis regarding Client’s Processing and sharing of Covered Data with Podium as required by applicable Law, including without limitation Applicable Data Privacy Laws. Client will promptly notify Podium of any Consumer or Data Subject request made pursuant to any Applicable Data Privacy Law with which Client must comply that requires Podium to take any action with respect to Covered Data being Processed, and will provide the information necessary for Podium to comply with such request.
2.3 Podium’s Obligations.
2.3.1 Unless otherwise permitted or required by applicable Law, Podium will Process Covered Data as a Processor or Service Provider in compliance with Client’s instructions in this DPA and the Underlying Agreement.
2.3.2 Podium will ensure that any person authorized to Process Covered Data under this DPA is bound by appropriate obligations of confidentiality.
2.3.3 Podium has developed and implemented, and will maintain, a comprehensive written information security program that contains administrative, technical, and physical safeguards that are appropriate to Podium’s size and complexity, the nature and scope of Podium’s activities, and the sensitivity of any Covered Data at issue, designed to protect the security and confidentiality of Covered Data, protect against any anticipated threats or hazards to the security or integrity of Covered Data, and protect against unauthorized access to or use of Covered Data that could result in substantial harm or inconvenience to any Consumer, Data Subject, or Customer (as such term is defined in the Safeguards Rule, 16 C.F.R. § 314.2(c)).
2.3.4 Taking into account the nature of the Processing and the information available to Podium, Podium will provide Client with reasonable cooperation and assistance to enable Client as a Business or Controller to fulfill Client’s binding obligations with respect to the Covered Data, if any, under Applicable Data Privacy Laws to: (a) respond to requests from Data Subjects or Consumers for the exercise of their rights; and (b) provide notification of a Covered Data breach (or analogous concept) as required under Applicable Data Privacy Law.
2.3.5 Upon Client’s written request no more than once per year, Podium will provide a copy of Podium’s then-current audit report to Client. Such audit report refers to an ISO 27001 certification or another industry standard audit that may be deemed appropriate by Podium which relates to Podium’s Processing of Covered Data and is conducted by an independent third-party auditor on at least an annual basis. The audit report will be deemed to be Podium’s Confidential Information.
2.3.6 Upon termination of the Underlying Agreement and receipt of Client’s written request, delete Covered Data in Podium’s possession, subject to any limitations described in the Underlying Agreement and unless applicable Law requires further storage.
3. U.S. STATE-SPECIFIC TERMS.
3.1. California. In addition to the general terms in Section 2 of this DPA, this Section 3.1 applies to the extent that Client is a Business under the California Act and Podium Processes Personal Information subject to the California Act in connection with its provision of the Services to Client. Podium will: (a) not Sell or Share such Personal Information, nor retain, use, or disclose such Personal Information for any purpose other than the Business Purposes specified in the Underlying Agreement, unless otherwise permitted by the California Act; (b) except to perform the specific Business Purposes or as otherwise permitted by the California Act, not combine such Personal Information with Personal Information received from or on behalf of another person or source; (c) otherwise comply with provisions of the California Act applicable to Service Providers, providing the same level of privacy protection required of Businesses by the California Act, and notify Client if Podium can no longer meet these obligations; (d) upon receipt of Client’s written request, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the California Act applicable to Service Providers, and to allow Client to verify Podium’s compliance with Podium’s obligations under this Section 3.1 as set forth in Section 2.3.5 of this DPA; and (e) upon receipt of written notice that Client reasonably believes Podium is using Personal Information in an unauthorized manner, take reasonable and appropriate steps to work with Client to remediate the allegedly unauthorized use, if necessary. Podium will notify Client in the event Podium determines it can no longer meet its obligations under the California Act.
3.2. Colorado, Connecticut, Utah, and Virginia. In addition to the general terms in Section 2 of this DPA, this Section 3.2 applies to the extent that Client is a Controller under the Colorado Act, Connecticut Act, Utah Act, or Virginia Act, and Podium Processes Personal Data subject to the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act in connection with its provision of the Services to Client. With respect to such Personal Data, Podium will: (a) Process such Personal Information as a Processor on Client’s behalf to provide the Services described in the Underlying Agreement or as otherwise permitted by the Colorado Act, Connecticut Act, Utah Act, or Virginia Act (as applicable); and (b) upon written notice, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act applicable to Processors.
5. PODIUM SERVICE PARTNERS.
Client specifically authorizes Podium to engage sub-Processors/Service Providers from the agreed list of sub-Processors/Service Providers available at https://legal.podium.com/#servicepartners (“Podium Service Partner List”). In the event that Podium seeks to use additional sub-Processors/Service Providers and update the Podium Service Partner List, Podium will provide notice of such update to Client (which may be via email, an online posting or notification, or other reasonable means). Client may reasonably object to a change to the Podium Service Partner List on legitimate grounds within 30 days of notice of this change by emailing legal@podium.com. Notwithstanding the foregoing, Client acknowledges that Podium’s sub-Processors/Service Providers are essential to provide the Services and if Client objects to Podium’s use of a sub-Processor/Service Provider, then notwithstanding anything to the contrary in the Underlying Agreement (including this DPA), Podium will not be obligated to provide to Client the Services for which Podium uses that sub-Processor/Service Provider.
6. CONFLICTS.
To the extent there is a conflict or inconsistency between this DPA and the Underlying Agreement, this DPA will control.
Effective May 23rd 2023 to May 23rd 2023
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PODIUM DATA PROCESSING ADDENDUM
This Podium Data Processing Addendum (“DPA”) applies to the extent Podium Processes any Covered Data as Client’s Processor or Service Provider in connection with Podium’s provision of the Services to Client pursuant to the Podium Terms of Service or Master Services Agreement (as applicable, the “Underlying Agreement”).
1.1 “Applicable Data Privacy Law” means, as applicable to the Covered Data at issue, the Australian Privacy Act of 1988, Canadian Personal Information Protection and Electronic Documents Act, California Act, Colorado Act, Connecticut Act, Utah Act, Virginia Act, or Safeguards Rule, in each case together with its implementing regulations and as amended, superseded, or replaced from time to time.
1.2 “California Act” means the California Consumer Privacy Act, as amended by the California Privacy Rights Act.
1.3 “Colorado Act” means the Colorado Privacy Act.
1.4 “Connecticut Act” means the Connecticut Data Privacy Act.
1.5 “Covered Data” means any Personal Data, Personal Information, or Customer Information provided to Podium by Client or otherwise Processed by Podium in connection with Podium’s provision of the Services to Client pursuant to the Underlying Agreement.
1.6 “Customer Information” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(d)).
1.7 “Financial Institution” has the meaning set forth in the Safeguards Rule (16 C.F.R. § 314.2(h)).
1.8 “Safeguards Rule” means the Federal Trade Commission’s Standards for Safeguarding Customer Information implemented under the Gramm-Leach-Bliley Act, codified at 16 C.F.R. § 314 et seq.
1.9 “Utah Act” means the Utah Consumer Privacy Act.
1.10 “Virginia Act” means the Virginia Consumer Data Protection Act.
In addition, “Business”, “Business Purpose”, “Consumer”, “Controller”, “Data Subject”, “Personal Data”, “Personal Information”, “Process”, “Processor”, “Sale”, “Share”, and “Service Provider” and their respective derivative terms as used in this DPA shall be interpreted in accordance with Applicable Data Privacy Laws. All other capitalized terms used in this DPA have the meanings ascribed to them in the Underlying Agreement.
2. GENERAL TERMS.
2.1 Processing Details. The parties acknowledge and agree that with respect to the Covered Data, Client is the Controller and Podium acts as a Processor or Service Provider for, and on behalf of, Client and conducts its Processing operations in accordance with Client’s instructions. Client hereby instructs Podium to Process Covered Data on Client’s behalf pursuant to this DPA and the Underlying Agreement. Notwithstanding anything to the contrary in this DPA, Podium may deidentify, aggregate, or anonymize all or portions of Covered Data so that it no longer constitutes Personal Data or Personal Information under Applicable Data Privacy Laws, at which point such data will no longer constitute Covered Data under this DPA.
2.2 Client's Obligations. Client determines the purposes for and means by which Covered Data is being or will be Processed, and the manner in which Covered Data is or will be Processed. Client represents and warrants that: (a) with respect to Covered Data, Client complies with data security and other obligations prescribed by Applicable Data Privacy Laws for Controllers/Businesses and Financial Institutions (if applicable), and the provision of Covered Data to Podium complies with all Applicable Data Privacy Laws; and (b) Client will provide notice to individuals and obtain all consents, rights, authorizations, or other lawful basis regarding Client’s Processing and sharing of Covered Data with Podium as required by applicable Law, including without limitation Applicable Data Privacy Laws. Client will promptly notify Podium of any Consumer or Data Subject request made pursuant to any Applicable Data Privacy Law with which Client must comply that requires Podium to take any action with respect to Covered Data being Processed, and will provide the information necessary for Podium to comply with such request.
2.3 Podium’s Obligations.
2.3.1 Unless otherwise permitted or required by applicable Law, Podium will Process Covered Data as a Processor or Service Provider in compliance with Client’s instructions in this DPA and the Underlying Agreement.
2.3.2 Podium will ensure that any person authorized to Process Covered Data under this DPA is bound by appropriate obligations of confidentiality.
2.3.3 Podium has developed and implemented, and will maintain, a comprehensive written information security program that contains administrative, technical, and physical safeguards that are appropriate to Podium’s size and complexity, the nature and scope of Podium’s activities, and the sensitivity of any Covered Data at issue, designed to protect the security and confidentiality of Covered Data, protect against any anticipated threats or hazards to the security or integrity of Covered Data, and protect against unauthorized access to or use of Covered Data that could result in substantial harm or inconvenience to any Consumer, Data Subject, or Customer (as such term is defined in the Safeguards Rule, 16 C.F.R. § 314.2(c)).
2.3.4 Taking into account the nature of the Processing and the information available to Podium, Podium will provide Client with reasonable cooperation and assistance to enable Client as a Business or Controller to fulfill Client’s binding obligations with respect to the Covered Data, if any, under Applicable Data Privacy Laws to: (a) respond to requests from Data Subjects or Consumers for the exercise of their rights; and (b) provide notification of a Covered Data breach (or analogous concept) as required under Applicable Data Privacy Law.
2.3.5 Upon Client’s written request no more than once per year, Podium will provide a copy of Podium’s then-current audit report to Client. Such audit report refers to an ISO 27001 certification or another industry standard audit that may be deemed appropriate by Podium which relates to Podium’s Processing of Covered Data and is conducted by an independent third-party auditor on at least an annual basis. The audit report will be deemed to be Podium’s Confidential Information.
2.3.6 Upon termination of the Underlying Agreement and receipt of Client’s written request, delete Covered Data in Podium’s possession, subject to any limitations described in the Underlying Agreement and unless applicable Law requires further storage.
3. U.S. STATE-SPECIFIC TERMS.
3.1. California. In addition to the general terms in Section 2 of this DPA, this Section 3.1 applies to the extent that Client is a Business under the California Act and Podium Processes Personal Information subject to the California Act in connection with its provision of the Services to Client. Podium will: (a) not Sell or Share such Personal Information, nor retain, use, or disclose such Personal Information for any purpose other than the Business Purposes specified in the Underlying Agreement, unless otherwise permitted by the California Act; (b) except to perform the specific Business Purposes or as otherwise permitted by the California Act, not combine such Personal Information with Personal Information received from or on behalf of another person or source; (c) otherwise comply with provisions of the California Act applicable to Service Providers, providing the same level of privacy protection required of Businesses by the California Act, and notify Client if Podium can no longer meet these obligations; (d) upon receipt of Client’s written request, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the California Act applicable to Service Providers, and to allow Client to verify Podium’s compliance with Podium’s obligations under this Section 3.1 as set forth in Section 2.3.5 of this DPA; and (e) upon receipt of written notice that Client reasonably believes Podium is using Personal Information in an unauthorized manner, take reasonable and appropriate steps to work with Client to remediate the allegedly unauthorized use, if necessary. Podium will notify Client in the event Podium determines it can no longer meet its obligations under the California Act.
3.2. Colorado, Connecticut, Utah, and Virginia. In addition to the general terms in Section 2 of this DPA, this Section 3.2 applies to the extent that Client is a Controller under the Colorado Act, Connecticut Act, Utah Act, or Virginia Act, and Podium Processes Personal Data subject to the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act in connection with its provision of the Services to Client. With respect to such Personal Data, Podium will: (a) Process such Personal Information as a Processor on Client’s behalf to provide the Services described in the Underlying Agreement or as otherwise permitted by the Colorado Act, Connecticut Act, Utah Act, or Virginia Act (as applicable); and (b) upon written notice, take reasonable and appropriate steps to make available to Client information to demonstrate Podium’s compliance with provisions of the Colorado Act, Connecticut Act, Utah Act, and/or Virginia Act applicable to Processors.
5. PODIUM SERVICE PARTNERS.
Client specifically authorizes Podium to engage sub-Processors/Service Providers from the agreed list of sub-Processors/Service Providers available at legal.podium.com/#servicepartners (“Podium Service Partner List”). In the event that Podium seeks to use additional sub-Processors/Service Providers and update the Podium Service Partner List, Podium will provide notice of such update to Client (which may be via email, an online posting or notification, or other reasonable means). Client may reasonably object to a change to the Podium Service Partner List on legitimate grounds within 30 days of notice of this change by emailing legal@podium.com. Notwithstanding the foregoing, Client acknowledges that Podium’s sub-Processors/Service Providers are essential to provide the Services and if Client objects to Podium’s use of a sub-Processor/Service Provider, then notwithstanding anything to the contrary in the Underlying Agreement (including this DPA), Podium will not be obligated to provide to Client the Services for which Podium uses that sub-Processor/Service Provider.
6. CONFLICTS.
To the extent there is a conflict or inconsistency between this DPA and the Underlying Agreement, this DPA will control.
Financial Hardship Policy (AUS)
Effective March 26th 2024
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Financial Hardship Policy (AUS)*
* Applicable to Podium Phones clients in Australia ONLY
- Purpose. At Podium, we understand that our clients in Australia may experience unexpected financial difficulties that can affect their ability to meet their telecommunications service obligations. We are committed to helping our Australian clients facing such circumstances by providing support and assistance. This Financial Hardship Policy (this “Policy”) outlines our commitment to and process for assisting clients facing financial hardship.
- Eligibility. Our Australian clients experiencing genuine financial hardship may be eligible for assistance under this Policy. Financial hardship is generally defined as a situation where a client is unable to meet their financial obligations owed, under their contract for services or otherwise, due to factors such as natural disasters, illness, disability, or other significant changes in circumstances. Any help we can give will depend on each client’s individual circumstances, and we provide help on a case-by-case basis.
- Options for Support and Assistance. Under this Policy, and depending on your specific circumstances, we may make available to you certain options to assist in managing your financial hardship as it relates to your telecommunications services. These options may include following:
- Options to keep you connected:
- Restrictions on or reductions in service. For clients facing financial hardship, we may offer to restrict or reduce the services you receive to help you manage your financial obligations to Podium.
- Options for suitable financial arrangements:
- Temporary postponement or deferral of payment: we may consider offering a temporary postponement or deferral of payments for clients facing financial hardship.
- Waiver of Late Fees: We may consider waiving late payment fees for clients experiencing financial hardship.
- Discounting or waiving certain fees: In certain circumstances, we may consider discounting or waiving certain fees owed to Podium to support clients facing financial hardship.
- Flexible Payment Plans: clients in financial hardship may request a flexible payment plan to help manage their outstanding balances. These plans may include extended payment terms or reduced monthly payments.
- Options to keep you connected:
- Application Process. Clients seeking assistance under this Policy should follow these steps:
- Contact Us: For more information or to request assistance under this Financial Hardship Policy, please contact our Customer Support team at: support@podium.com. Our Support team is available during the following hours: 8:30am to 5:00pm, Monday through Friday.
- Provide Information/Documentation. Because we assess each request for financial hardship assistance based on the client’s individual circumstances, clients may be required to provide documentation to support their hardship claim. This may include proof of current financial circumstances, income details, medical certificates, or other relevant documents, such as information indicating how long you think the financial hardship will continue. If you are unable to provide the requisition information or documentation, we may not be able to complete an assessment of your request. Additionally, the provision of any false or incomplete information or documentation to us may result in the cancelling of the assessment or of any hardship arrangements. All information provided by clients during the financial hardship assessment process will be treated as confidential in accordance with our Terms and Conditions.
- Assessment. We will assess each client's situation on a case-by-case basis to determine eligibility for assistance and develop a suitable plan. This assessment may include consideration of information and documentation you provide to us, review of your service usage level, and other information available to us which we deem relevant to your circumstances. After our assessment, we will let you know of our decision, including the details of an arrangement we think is best suited to your circumstances, as soon as reasonably possible, but in no event longer than five (5) working days, following our receipt of all final requested information and documentation in support of your claim. If we need more information during our assessment, we will let you know what information we need and why.
- Review and Appeals. If we are unable to reach an outcome that you think is reasonable, you can request a review of the decisions made under this Policy by submitting an email to support@podium.com, detailing the reasons for your appeal.
- Additional Resources. If you are facing financial hardship and need additional support beyond what Podium may provide under this Policy, there are a number of organisations that offer financial counselling for free. For example, you can contact the National Debt Helpline by calling 1800 007 007 or by visiting www.ndh.org.au.
- Policy Updates. This Policy will be reviewed periodically to ensure its effectiveness and compliance with relevant regulations. Any updates or changes to the Policy will be communicated to clients in a timely manner.
Effective March 26th 2024 to March 26th 2024
DownloadTable of Contents
Financial Hardship Policy (AUS)*
* Applicable to Podium Phones clients in Australia ONLY
- Purpose. At Podium, we understand that our clients in Australia may experience unexpected financial difficulties that can affect their ability to meet their telecommunications service obligations. We are committed to helping our Australian clients facing such circumstances by providing support and assistance. This Financial Hardship Policy (this “Policy”) outlines our commitment to and process for assisting clients facing financial hardship.
- Eligibility. Our Australian clients experiencing genuine financial hardship may be eligible for assistance under this Policy. Financial hardship is generally defined as a situation where a client is unable to meet their financial obligations owed, under their contract for services or otherwise, due to factors such as natural disasters, illness, disability, or other significant changes in circumstances. Any help we can give will depend on each client’s individual circumstances, and we provide help on a case-by-case basis.
- Options for Support and Assistance. Under this Policy, and depending on your specific circumstances, we may make available to you certain options to assist in managing your financial hardship as it relates to your telecommunications services. These options may include following:
- Options to keep you connected:
- Restrictions on or reductions in service. For clients facing financial hardship, we may offer to restrict or reduce the services you receive to help you manage your financial obligations to Podium.
- Options for suitable financial arrangements:
- Temporary postponement or deferral of payment: we may consider offering a temporary postponement or deferral of payments for clients facing financial hardship.
- Waiver of Late Fees: We may consider waiving late payment fees for clients experiencing financial hardship.
- Discounting or waiving certain fees: In certain circumstances, we may consider discounting or waiving certain fees owed to Podium to support clients facing financial hardship.
- Flexible Payment Plans: clients in financial hardship may request a flexible payment plan to help manage their outstanding balances. These plans may include extended payment terms or reduced monthly payments.
- Options to keep you connected:
- Application Process. Clients seeking assistance under this Policy should follow these steps:
- Contact Us: For more information or to request assistance under this Financial Hardship Policy, please contact our Customer Support team at: support@podium.com. Our Support team is available during the following hours: 8:30am to 5:00pm, Monday through Friday.
- Provide Information/Documentation. Because we assess each request for financial hardship assistance based on the client’s individual circumstances, clients may be required to provide documentation to support their hardship claim. This may include proof of current financial circumstances, income details, medical certificates, or other relevant documents, such as information indicating how long you think the financial hardship will continue. If you are unable to provide the requisition information or documentation, we may not be able to complete an assessment of your request. Additionally, the provision of any false or incomplete information or documentation to us may result in the cancelling of the assessment or of any hardship arrangements. All information provided by clients during the financial hardship assessment process will be treated as confidential in accordance with our Terms and Conditions.
- Assessment. We will assess each client's situation on a case-by-case basis to determine eligibility for assistance and develop a suitable plan. This assessment may include consideration of information and documentation you provide to us, review of your service usage level, and other information available to us which we deem relevant to your circumstances. After our assessment, we will let you know of our decision, including the details of an arrangement we think is best suited to your circumstances, as soon as reasonably possible, but in no event longer than five (5) working days, following our receipt of all final requested information and documentation in support of your claim. If we need more information during our assessment, we will let you know what information we need and why.
- Review and Appeals. If we are unable to reach an outcome that you think is reasonable, you can request a review of the decisions made under this Policy by submitting an email to support@podium.com, detailing the reasons for your appeal.
- Additional Resources. If you are facing financial hardship and need additional support beyond what Podium may provide under this Policy, there are a number of organisations that offer financial counselling for free. For example, you can contact the National Debt Helpline by calling 1800 007 007 or by visiting www.ndh.org.au.
- Policy Updates. This Policy will be reviewed periodically to ensure its effectiveness and compliance with relevant regulations. Any updates or changes to the Policy will be communicated to clients in a timely manner.
Podium Phones 9-1-1 Disclosures
Effective April 23rd 2025
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PODIUM PHONES 9-1-1 DISCLOSURES
Podium Phones (“Phones”) is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Podium wants to make sure that you are aware of important differences in the way 9-1-1 service operates with Phones when compared with traditional telephone service. Here is what you need to keep in mind:
Differences between traditional 9-1-1 service and VoIP phone 9-1-1
With traditional telephone services, your 9-1-1 call is sent directly to the nearest emergency response center. With Phones, your 9-1-1 call is forwarded to a third-party service provider that will automatically or manually route your call to the emergency response center.
Remember to provide your location
Because you can move a VoIP phone between locations and because, for technical reasons, an emergency operator may not have your name, location, or contact information available, you must immediately inform an emergency operator of your location and contact particulars any time you call 9-1-1. Do not risk sending police or ambulance services to the wrong location.
Be prepared during any service interruption
Phones depends not only on your continued subscription (and payment) for the service, but also on Internet connectivity and power to function. In the event of power, network, or Internet outages (including congestion), or if your Phones service is disconnected or suspended due to non-payment, you may experience a failure, disruption, or delay in your 9-1-1 service. We recommend that you keep an alternative telephone service (such as a cellular telephone) handy to increase the reliability of your access to emergency services during any service interruption.
Do not disconnect
Until you are told to do so by an emergency dispatcher, do not disconnect your 9-1-1 call. If you are inadvertently disconnected, call back immediately.
Keep your service address up to date
Podium will attempt to provide the emergency operator with your service address, so please ensure that your information on file with us is always accurate and updated. If you do not update your information and are unable to provide your correct address while speaking to an emergency operator (for example, if you are unable to speak during a 9-1-1 call), the emergency operator may assume that you are calling from the last registered address.
Inform other users
You must notify other potential users of your Phones service of the nature and limitations of 9-1-1 emergency calls.
Limitations of liability
The Podium Phones Service Terms (currently available at https://legal.podium.com/#voicetos) limit and disclaim liability related to 9-1- 1 services, so please read these carefully.
Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
For additional details about Phones and 9-1-1 service, please see the Podium Phones Service Terms.
DIVULGATIONS CONNEXES AUX APPELS D’URGENCE 9-1-1 AVEC PODIUM PHONES
Podium Phones (« Phones ») est une téléphonie sur Internet Protocol (IP), aussi appelée téléphonie IP.. En plus, Phones est intégré au logiciel Podium, conçu pour faciliter la communication avec les clients de votre entreprise. Podium souhaite vous informer des différences importantes entre les services 9-1-1 via Phones et les services téléphoniques traditionnels. Voici ce qu'il faut retenir :
Différences entre le service 9-1-1 traditionnel et le service 9-1-1 via la téléphonie IP
Avec les services téléphoniques traditionnels, votre appel au 9-1-1 est directement transmis au centre d'appels d’urgence le plus proche. Avec Phones, votre appel est transféré vers un fournisseur tiers qui le redirige automatiquement ou manuellement vers le centre d'appels d’urgence.
N'oubliez pas de fournir votre localisation
Étant donné qu’une téléphonie IP peut être déplacé d’un endroit à un autre et qu’un opérateur d’urgence peut ne pas avoir accès à votre nom, votre localisation ou vos coordonnées pour des raisons techniques, vous devez immédiatement fournir ces informations à l’opérateur lorsque vous appelez le 9-1-1. Évitez d’envoyer la police, les pompiers ou l’ambulance à la mauvaise adresse.
Soyez prêt à faire face aux interruptions de service
Le bon fonctionnement de Phones dépend non seulement de votre abonnement continu et des paiements associés, mais également de votre connexion Internet et de l’alimentation électrique. En cas de panne de courant, de réseau ou d’Internet (y compris en cas de congestion), ou si votre service Phones est suspendu ou déconnecté pour non-paiement, vous pourriez subir une défaillance, une interruption ou un retard dans l’accès au service 9-1-1. Nous vous recommandons de garder à portée de main un service téléphonique alternatif, comme un téléphone portable, afin d'améliorer la fiabilité de votre accès aux services d’urgence en cas d’interruption de service.
Ne raccrocher pas
Ne raccrochez pas votre appel au 9-1-1 avant que l’opérateur d’urgence ne vous le dise. Si vous êtes déconnecté accidentellement, rappelez immédiatement.
Garder votre adresse de service à jour
Podium tentera de fournir l’adresse de service à l’opérateur d’urgence. Veuillez donc vous assurer que les informations que vous nous avez fournies sont toujours exactes et à jour. Si vous ne mettez pas à jour vos informations et que vous ne parvenez pas à fournir votre adresse correcte à l'opérateur d'urgence (par exemple, si vous êtes dans incapable de parler lors d'un appel au 9-1-1), l’opérateur pourrait supposer que vous appelez depuis la dernière adresse enregistrée.
Informer les autres utilisateurs
Vous devez informer les autres utilisateurs potentiels de Phones de la nature et des limites des appels d’urgence 9-1-1.
Limitations de responsabilité
Les Podium Phones Service Terms (disponibles à l’adresse https://legal.podium.com/#voicetos) limitent et excluent la responsabilité liée aux services 9-1-1. Veuillez les lire attentivement.
Ni Podium ni ses représentants ne pourront être tenus responsables, selon une quelconque théorie juridique ou équitable, de toute réclamation, dommage ou perte (et vous devez indemniser Podium pour toute réclamation de ce type) liée à l’impossibilité d’utiliser les services pour contacter les services d’urgence. Podium décline toute responsabilité concernant le comportement des centres d’appels, des tiers engagés par le Client pour mettre à jour les adresses, ou de tout autre tiers impliqué dans la prestation de services d’urgence. Dans les limites autorisées par la loi applicable, vous libérez, déchargez et tenez Podium indemne de toute responsabilité liée à ou résultant d’actes ou d’omissions de ces tiers ou d'autres parties impliquées dans le traitement ou la réponse à une urgence ou à un appel d’urgence.
Effective April 21st 2025 to April 23rd 2025
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PODIUM PHONES 9-1-1 DISCLOSURES
Podium Phones (“Phones”) is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Podium wants to make sure that you are aware of important differences in the way 9-1-1 service operates with Phones when compared with traditional telephone service. Here is what you need to keep in mind:
Differences between traditional 9-1-1 service and VoIP phone 9-1-1
With traditional telephone services, your 9-1-1 call is sent directly to the nearest emergency response center. With Phones, your 9-1-1 call is forwarded to a third-party service provider that will automatically or manually route your call to the emergency response center.
Remember to provide your location
Because you can move a VoIP phone between locations and because, for technical reasons, an emergency operator may not have your name, location, or contact information available, you must immediately inform an emergency operator of your location and contact particulars any time you call 9-1-1. Do not risk sending police or ambulance services to the wrong location.
Be prepared during any service interruption
Phones depends not only on your continued subscription (and payment) for the service, but also on Internet connectivity and power to function. In the event of power, network, or Internet outages (including congestion), or if your Phones service is disconnected or suspended due to non-payment, you may experience a failure, disruption, or delay in your 9-1-1 service. We recommend that you keep an alternative telephone service (such as a cellular telephone) handy to increase the reliability of your access to emergency services during any service interruption.
Do not disconnect
Until you are told to do so by an emergency dispatcher, do not disconnect your 9-1-1 call. If you are inadvertently disconnected, call back immediately.
Keep your service address up to date
Podium will attempt to provide the emergency operator with your service address, so please ensure that your information on file with us is always accurate and updated. If you do not update your information and are unable to provide your correct address while speaking to an emergency operator (for example, if you are unable to speak during a 9-1-1 call), the emergency operator may assume that you are calling from the last registered address.
Inform other users
You must notify other potential users of your Phones service of the nature and limitations of 9-1-1 emergency calls.
Limitations of liability
The Podium Phones Service Terms (currently available at https://legal.podium.com/#voicetos) limit and disclaim liability related to 9-1- 1 services, so please read these carefully.
Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
For additional details about Phones and 9-1-1 service, please see the Podium Phones Service Terms.
Effective April 16th 2025 to April 21st 2025
DownloadTable of Contents
PODIUM PHONES 9-1-1 DISCLOSURES
Podium Phones (“Phones”) is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Podium wants to make sure that you are aware of important differences in the way 9-1-1 service operates with Phones when compared with traditional telephone service. Here is what you need to keep in mind:
Differences between traditional 9-1-1 service and VoIP phone 9-1-1
With traditional telephone services, your 9-1-1 call is sent directly to the nearest emergency response center. With Phones, your 9-1-1 call is forwarded to a third-party service provider that will automatically or manually route your call to the emergency response center.
Remember to provide your location
Because you can move a VoIP phone between locations and because, for technical reasons, an emergency operator may not have your name, location, or contact information available, you must immediately inform an emergency operator of your location and contact particulars any time you call 9-1-1. Do not risk sending police or ambulance services to the wrong location.
Be prepared during any service interruption
Phones depends not only on your continued subscription (and payment) for the service, but also on Internet connectivity and power to function. In the event of power, network, or Internet outages (including congestion), or if your Phones service is disconnected or suspended due to non-payment, you may experience a failure, disruption, or delay in your 9-1-1 service. We recommend that you keep an alternative telephone service (such as a cellular telephone) handy to increase the reliability of your access to emergency services during any service interruption.
Do not disconnect
Until you are told to do so by an emergency dispatcher, do not disconnect your 9-1-1 call. If you are inadvertently disconnected, call back immediately.
Keep your service address up to date
Podium will attempt to provide the emergency operator with your service address, so please ensure that your information on file with us is always accurate and updated. If you do not update your information and are unable to provide your correct address while speaking to an emergency operator (for example, if you are unable to speak during a 9-1-1 call), the emergency operator may assume that you are calling from the last registered address.
Inform other users
You must notify other potential users of your Phones service of the nature and limitations of 9-1-1 emergency calls.
Limitations of liability
The Podium Phones Service Terms (currently available at https://legal.podium.com/#voicetos) limit and disclaim liability related to 9-1- 1 services, so please read these carefully.
Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
For additional details about Phones and 9-1-1 service, please see the Podium Phones Service Terms.
Effective April 16th 2025 to April 16th 2025
DownloadTable of Contents
PODIUM PHONES 9-1-1 DISCLOSURES
Podium Phones (“Phones”) is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Podium wants to make sure that you are aware of important differences in the way 9-1-1 service operates with Phones when compared with traditional telephone service. Here is what you need to keep in mind:
Differences between traditional 9-1-1 service and VoIP phone 9-1-1
With traditional telephone services, your 9-1-1 call is sent directly to the nearest emergency response center. With Phones, your 9-1-1 call is forwarded to a third-party service provider that will automatically or manually route your call to the emergency response center.
Remember to provide your location
Because you can move a VoIP phone between locations and because, for technical reasons, an emergency operator may not have your name, location, or contact information available, you must immediately inform an emergency operator of your location and contact particulars any time you call 9-1-1. Do not risk sending police or ambulance services to the wrong location.
Be prepared during any service interruption
Phones depends not only on your continued subscription (and payment) for the service, but also on Internet connectivity and power to function. In the event of power, network, or Internet outages (including congestion), or if your Phones service is disconnected or suspended due to non-payment, you may experience a failure, disruption, or delay in your 9-1-1 service. We recommend that you keep an alternative telephone service (such as a cellular telephone) handy to increase the reliability of your access to emergency services during any service interruption.
Do not disconnect
Until you are told to do so by an emergency dispatcher, do not disconnect your 9-1-1 call. If you are inadvertently disconnected, call back immediately.
Keep your service address up to date
Podium will attempt to provide the emergency operator with your service address, so please ensure that your information on file with us is always accurate and updated. If you do not update your information and are unable to provide your correct address while speaking to an emergency operator (for example, if you are unable to speak during a 9-1-1 call), the emergency operator may assume that you are calling from the last registered address.
Inform other users
You must notify other potential users of your Phones service of the nature and limitations of 9-1-1 emergency calls.
Limitations of liability
The Podium Phones Service Terms (currently available at https://legal.podium.com/#voicetos) limit and disclaim liability related to 9-1- 1 services, so please read these carefully.
Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
For additional details about Phones and 9-1-1 service, please see the Podium Phones Service Terms.
Phones Service Terms
Effective August 15th 2024
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products. Web Phone is available in the United States and Australia only.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (< 50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. Network Optimization is available to Phones clients in the United States only.
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective May 17th 2024 to August 15th 2024
DownloadTable of Contents
PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (< 50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. Network Optimization is available to Phones clients in the United States only.
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective May 17th 2024 to May 17th 2024
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. optimization is available to phones clients in united states>
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective May 17th 2024 to May 17th 2024
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. optimization is currently available to phones clients in united states.
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective May 15th 2024 to May 17th 2024
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. optimization is currently available to phones clients in united states>
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective May 14th 2024 to May 15th 2024
DownloadTable of Contents
PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. optimization is currently available to phones clients in united states>
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective March 29th 2024 to May 14th 2024
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products. Desk Phones are currently available to Phones clients in the United States only.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States and Australia only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided. optimization is currently available to phones clients in united states>
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
6.3. For Phones Clients Located in Australia Only. Please review our Australia Financial Hardship Policy if you are experiencing unexpected financial difficulties that may affect your ability to meet your Phones Service obligations.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port (i.e., transfer) your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. By authorizing the porting process, you understand and agree that: (a) the ability to complete the port is subject to validation that your number(s)/service can be ported; (b) you may experience an interruption or change to your telecommunications service during or as a result of the porting process, and Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control; (c) if you are ending an existing contract with your current telecommunications provider early as part of the porting process, you may have to pay a cancellation fee or penalty to that provider and you are solely responsible for any such fee or penalty; (d) Podium will use reasonable efforts to notify you that the porting process is complete when it occurs. Additionally, if you have any questions or complaints about the porting process, you can contact our Customer Support team here.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective March 7th 2024 to March 29th 2024
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Network Optimization. Phones Professional Network Optimization ("Network Optimization") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform Network Optimization services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided.
2.2.1. Podium does not perform your Network Optimization and has no responsibility or liability for the Network Optimization services. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Network Optimization services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Network Optimization services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Network Optimization. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Network Optimization. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Network Optimization, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Network Optimization services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Network Optimization services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Network Optimization, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Network Optimization; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Network Optimization and any applicable Network Optimization warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Network Optimization, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective November 2nd 2023 to March 7th 2024
DownloadTable of Contents
PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Installation. Phones Professional Installation ("Phones Professional Installation") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided.
2.2.1. Podium does not perform your Phones Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Phones Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Phones Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Phones Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Phones Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Phones Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Phones Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Phones Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Phones Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Phones Professional Installation and any applicable Phones Professional Installation warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Phones Professional Installation, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective October 19th 2023 to November 2nd 2023
DownloadTable of Contents
PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement.
2.2. Phones Professional Installation. Phones Professional Installation ("Phones Professional Installation") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided.
2.2.1. Podium does not perform your Phones Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Phones Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Phones Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Phones Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Phones Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Phones Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Phones Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Phones Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Additionally, unless otherwise specified in your applicable Subscription Documentation, your use of Phones is subject to the applicable Scope of Use limits listed at https://www.podium.com/pricing/. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. If specific Scope of Use Limits have not been expressly designated for your Phones Services, or the Services you’ve purchased have been designated as “unlimited”, such Services are intended (and may be used only) for normal business use in compliance with the Agreement, including the AUP and your Subscription Documentation. Because any unusually high or excessive usage of Phones, or use of Phones beyond any applicable Scope of Use limit(s), may impair Podium’s ability to provide the Services to you and other Podium users, in the event that Podium discovers or reasonably suspects the occurrence of excessive, unauthorized, or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop such usage (including suspending or terminating your use of or access to the Services) without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Phones Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Phones Professional Installation and any applicable Phones Professional Installation warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Phones Professional Installation, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.2.3. Client must immediately notify Podium in the event a Desk Phone is lost or stolen after it has been received by Client.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective August 7th 2023 to October 19th 2023
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products.
1.3. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement
2.2. Phones Professional Installation. Phones Professional Installation ("Phones Professional Installation") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided.
2.2.1. Podium does not perform your Phones Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Phones Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Phones Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Phones Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Phones Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Phones Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Phones Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Phones Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; and (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. In the event that Podium discovers or has reason to believe the occurrence of unauthorized or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary to prevent or stop, without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a VoIP phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Phones Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Phones Professional Installation and any applicable Phones Professional Installation warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Phones Professional Installation, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. Port-In Requests. If you request Podium to port your phone number to Phones, you must execute a letter of authorization (“LOA”) provided to you by Podium, including all required information, and authorizing Podium and its Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication that may occur during the porting process or for any delays or failures in the porting process that are caused by factors outside Podium’s control.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones, and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective May 13th 2023 to August 7th 2023
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PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking to accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Personal Data” means information about an identifiable individual, or information that is capable of being used (alone or in combination with other information) to identify an individual, (not a company, legal entity, or machine) and is transmitted to or accessible through the Services.
1.3. “Desk Phone Products” or “Desk Phones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Desk Phone Products forms part of the Desk Phone Products.
1.4. “Web Phone” means the software-based phone available within the Phones desktop application (“Desktop Web Phone”) or the Phones mobile application (“Mobile Web Phone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Desk Phone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Podium Phones is powered by Podium Voice, LLC, which is a regulated affiliate of Podium. Podium Voice, LLC is a third-party beneficiary of this Agreement and will be entitled to enforce the terms and conditions as if it were a party to the Agreement
2.2. Phones Professional Installation. Phones Professional Installation ("Phones Professional Installation") is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that may include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations for network and hardware updates; (d) a physical desk phone installation session; (e) 30-day (from the date of installation), limited warranty services provided.
2.2.1. Podium does not perform your Phones Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Phones Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Phones Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Phones Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Phones Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.2.2. By purchasing Phones Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and, as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Phones Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Phones Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium (or a Phones Service Provider, as applicable) any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, a worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider(s) to use Client Data to: (a) provide the Phones Service Provider’s services to its (and its affiliates) other clients, as necessary; (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its (and its Authorized Users') compliance with applicable Laws, these Phones Service Terms, and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Client also understands and agrees that it must not make any attempts to break or circumvent any security measures or rate limits of the Services, or to evade detection of a violation of these Phones Service Terms or the Law when using the Services. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.4. Account Use and Security. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. In the event that Podium discovers or has reason to believe the occurrence of unauthorized or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary, without prior notice.
3.5. Responsibility for System and Technical Requirements. Client understands and agrees that Phones is a voice over internet protocol (“VoIP”) phone service and there are many factors that may impact Client's ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Phones Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable its use of Phones.
3.5.1. Where possible, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if Podium is unable to perform a pre-purchase network test, or your network passes the initial, pre-purchase test, but fails a second network quality test, performed by Podium during the post-purchase onboarding process.
3.5.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Phones Professional Installation and any applicable Phones Professional Installation warranty period.
3.5.3. Additionally, Clients understands and agrees that, whether or not it purchases Phones Professional Installation, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERM AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Desk Phone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all rights, title, and interest, including all intellectual property rights, in and to Phones, Desk Phone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. DESK PHONE PRODUCTS.
7.1. Desk Phone Products are manufactured by third parties and are resold by Podium. All Desk Phone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Desk Phone Products are available for lease or purchase. Podium is not obligated to accept any Subscription Documentation for the purchase of Desk Phone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Desk Phone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees prepaid by you for such Desk Phone Products.
7.2. The following terms apply to Desk Phone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.2.1. Podium will deliver the Desk Phone Products to the delivery address specified in your Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Desk Phone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.2.2. Title to each Desk Phone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Desk Phone Product and (b) delivery of the Desk Phone Product in accordance with this Section 7, whichever is later.
7.3. Your use of the Desk Phone Products is: (a) subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) limited to use in conjunction with the Phones and Desk Phone Services and other Podium Services; and (c) limited to use by competent trained employees, authorized by Client to operate or use Desk Phone Products, and with adequate security measures in place to safeguard Desk Phone Products and data collected by, and held on, Desk Phone Products.
7.4. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Desk Phone Product; (b) work around any of the technical limitations implemented in a Desk Phone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Desk Phone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Desk Phone Product or impact the use of the Desk Phone Products by other users; (e) use the Desk Phone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Desk Phone Product in any location other than the registered location or move the Desk Phone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Desk Phone Product; or (h) use the Desk Phone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Desk Phone Products.
7.5. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Desk Phone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Desk Phone Products available to you. You must install these updates to continue using the Desk Phone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.6. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee in full upon placing the order for purchase of the Desk Phone Product.
8. LIMITED DESK PHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Desk Phone Product. The warranty period starts on the date of your original purchase of the Desk Phone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Desk Phone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Desk Phone Product, replace the Desk Phone Product, or refund to you all or part of the purchase price of the Desk Phone Product. This limited warranty applies only to unaltered hardware components of the Desk Phone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Desk Phone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Desk Phone Products.
9. PHONE NUMBER PORTING.
9.1. If you request Podium to port your phone number to Phones, you must execute a letter of authorization provided to you by Podium, authorizing a Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication during the porting process.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Desk Phone(s) & Desktop Web Phone(s). When you use a Desk Phone or the Desktop Web Phone (see Section 10.3 for information on Mobile Web Phones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Web Phone. If you attempt to make an emergency call using the Mobile Web Phone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties.
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential user(s) of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Desk Phone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective February 1st 2023 to May 13th 2023
DownloadTable of Contents
PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Personal Data” means information about an identifiable individual, or information that is capable of being used (alone or in combination with other information) to identify an individual, (not a company, legal entity, or machine) and is transmitted to or accessible through the Services.
1.3. “Hardphone Products” or “Hardphones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Hardphone Products forms part of the Hardphone Products.
1.4. “Softphone” means the software-based phone available within the Phones desktop application (“Desktop Softphone”) or the Phones mobile application (“Mobile Softphone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Hardphone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements.
2.2. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Client understands that Phones is a Beta Release (as defined in the Podium Terms of Service), until such time as Podium removes that designation.
2.3. Phones Professional Installation. Phones Professional Installation is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations network and hardware updates; (d) physical hardphone installation session; e) a 30-day (from the date of installation), limited warranty for services provided.
2.3.1. Podium does not perform your Phones Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Phones Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Phones Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Phones Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Phones Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.3.2. By purchasing Phones Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and (b) as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Phones Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Phones Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium or a Phones Service Provider, any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, the worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider to use Client Data to: (a) provide the Phones Services Provider’s services to Phones Service Provider’s and its affiliates other clients; (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its compliance with applicable Laws and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.3. Account Use and Security. Client is solely responsible for all use(s) related to your use of Phones. Client is responsible for complying, and ensuring its Authorized Users comply, with all Laws applicable to Client’s use of Phones. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. In the event that Podium discovers or has reason to believe the occurrence of unauthorized or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary, without prior notice.
3.4. Responsibility for System and Technical Requirements. Client understands and agrees that Podium Phones is a voice over internet protocol (“VoIP”) phone service and there are many factors that may impact its ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Phones Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable your use of Phones.
3.4.1. To support Client in its ability to use Phones, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if your network passes the initial, pre-purchase test, but fails a second network quality test, which Podium will perform during the post-purchase onboarding process.
3.4.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Phones Professional Installation and any applicable Phones Professional Installation warranty period.
3.4.3. Additionally, Clients understands and agrees that, whether or not it purchases Phones Professional Installation, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERMS AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Hardphone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all right, title, and interest, including all intellectual property rights, in and to Phones, Hardphone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. HARDPHONE PRODUCTS.
7.1. Hardphone Products are manufactured by third parties and are resold by Podium. All Hardphone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Hardphone Products are available for lease or purchase.
7.2. Podium is not obligated to accept any Subscription Documentation for the purchase of Hardphone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Hardphone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees pre-paid by you for such Hardphone Products.
7.3. The following terms apply to Hardphone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.3.1. Podium shall deliver the Hardphone Products to the delivery address specified in the Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Hardphone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.3.2. Title to each Hardphone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Hardphone Product and (b) delivery of the Hardphone Product in accordance with this Section 7.3, whichever is later.
7.4. Your use of the Hardphone Products (a) is subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) is limited to use in conjunction with the Phones and Hardphone Services and other Podium Services; and (c) is limited to use by competent trained employees authorized by Client to operate or use Hardphone Products, and with adequate security measures in place to safeguard Hardphone Products and data collected by, and held on, Hardphone Products.
7.5. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Hardphone Product; (b) work around any of the technical limitations implemented in a Hardphone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Hardphone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Hardphone Product or impact the use of the Hardphone Products by other users; (e) use the Hardphone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Hardphone Product in any location other than the registered location or move the Hardphone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Hardphone Product; or (h) use the Hardphone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Hardphone Products.
7.6. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Hardphone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Hardphone Products available to you. You must install these updates to continue using the Hardphone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.7. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee upon placing the order for purchase of the Hardphone Product.
8. LIMITED HARDPHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Hardphone Product. The warranty period starts on the date of your original purchase of the Hardphone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Hardphone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Hardphone Product, replace the Hardphone Product, or refund to you all or part of the purchase price of the Hardphone Product. This limited warranty applies only to unaltered hardware components of the Hardphone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Hardphone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Hardphone Products.
9. PHONE NUMBER PORTING.
9.1. If you request Podium to port your phone number to Phones, you must execute a letter of authorization provided to you by Podium, authorizing a Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication during the porting process.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Hardphone(s) & Desktop Softphone. When you use a Hardphone or the Desktop Softphone (see Section 10.3 for information on Mobile Softphones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Softphone. If you attempt to make an emergency call using the Mobile Softphone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Podium Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which your Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential users of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Hardphone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective February 1st 2023 to February 1st 2023
DownloadTable of Contents
PODIUM PHONES SERVICE TERMS
By using or accessing Podium’s Phones Service (“Phones”) (formerly, Voice), or by signing or clicking accept to any Subscription Documentation that includes Phones or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Phones Service Terms”).
These Phones Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Phones Service Terms and the Podium Terms of Service, these Phones Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Phones Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Phones Service Terms.
1. DEFINITIONS
1.1. “Phones Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Phones. Podium may add or remove Phones Service Providers from time to time.
1.2. “Personal Data” means information about an identifiable individual, or information that is capable of being used (alone or in combination with other information) to identify an individual, (not a company, legal entity, or machine) and is transmitted to or accessible through the Services.
1.3. “Hardphone Products” or “Hardphones” means the physical device and any hardware and accessories provided or made available by Podium as part of Phones. Any software and/or firmware preinstalled on, or distributed with, the Hardphone Products forms part of the Hardphone Products.
1.4. “Softphone” means the software-based phone available within the Phones desktop application (“Desktop Softphone”) or the Phones mobile application (“Mobile Softphone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Hardphone Products.
2. SERVICES.
2.1. Podium Phones. Podium Phones is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Phones. Podium Phones includes software, hardware, and other related elements.
2.2. In order to access and fully use Phones, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Phones may be used in the United States only. Client understands that Phones is a Beta Release (as defined in the Podium Terms of Service), until such time as Podium removes that designation.
2.3. Phones Professional Installation. Phones Professional Installation is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations network and hardware updates; (d) physical hardphone installation session; e) a 30-day (from the date of installation), limited warranty for services provided.
2.3.1. Podium does not perform your Phones Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Phones Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Phones Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Phones Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Phones Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.3.2. By purchasing Phones Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and (b) as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Phones Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Phones Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium or a Phones Service Provider, any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Phones, Client grants Podium, and its respective affiliates, the worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Phones Service Provider’s third-party service providers) in order to provide the Phones Services to Client and (ii) to enable Phones Service Provider to use Client Data to: (a) provide the Phones Services Provider’s services to Phones Service Provider’s and its affiliates other clients; (b) analyze and improve, and incorporate Client Data into, the Phones Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Phones Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Phones; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Phones only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its compliance with applicable Laws and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Phones Service Terms.
3.3. Account Use and Security. Client is solely responsible for all use(s) related to your use of Phones. Client is responsible for complying, and ensuring its Authorized Users comply, with all Laws applicable to Client’s use of Phones. Client is solely responsible and accepts full liability for all use of its Phones Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. In the event that Podium discovers or has reason to believe the occurrence of unauthorized or prohibited usage of Phones, Podium reserves the right to take actions it deems reasonably necessary, without prior notice.
3.4. Responsibility for System and Technical Requirements. Client understands and agrees that Podium Phones is a voice over internet protocol (“VoIP”) phone service and there are many factors that may impact its ability to use Phones, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Phones Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable your use of Phones.
3.4.1. To support Client in its ability to use Phones, Podium will perform a network quality test prior to your purchase of Phones. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Phones, before you may purchase a Phones Subscription, you will be required to: (1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Phones Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if your network passes the initial, pre-purchase test, but fails a second network quality test, which Podium will perform during the post-purchase onboarding process.
3.4.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Phones, including following the completion of any purchased Phones Professional Installation and any applicable Phones Professional Installation warranty period.
3.4.3. Additionally, Clients understands and agrees that, whether or not it purchases Phones Professional Installation, Client may not cancel or otherwise terminate its Phones Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERMS AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Phones and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Phones Service Terms do not grant any rights or licenses in Phones, Hardphone Products, Podium Technology, or related software other than as expressly stated in these Phones Service Terms. As between the parties, Podium owns all right, title, and interest, including all intellectual property rights, in and to Phones, Hardphone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Phones is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Phones (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Phones. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. HARDPHONE PRODUCTS.
7.1. Hardphone Products are manufactured by third parties and are resold by Podium. All Hardphone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Hardphone Products are available for lease or purchase.
7.2. Podium is not obligated to accept any Subscription Documentation for the purchase of Hardphone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Hardphone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees pre-paid by you for such Hardphone Products.
7.3. The following terms apply to Hardphone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.3.1. Podium shall deliver the Hardphone Products to the delivery address specified in the Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Hardphone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.3.2. Title to each Hardphone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Hardphone Product and (b) delivery of the Hardphone Product in accordance with this Section 7.3, whichever is later.
7.4. Your use of the Hardphone Products (a) is subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Phones Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) is limited to use in conjunction with the Phones and Hardphone Services and other Podium Services; and (c) is limited to use by competent trained employees authorized by Client to operate or use Hardphone Products, and with adequate security measures in place to safeguard Hardphone Products and data collected by, and held on, Hardphone Products.
7.5. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Hardphone Product; (b) work around any of the technical limitations implemented in a Hardphone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Hardphone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Hardphone Product or impact the use of the Hardphone Products by other users; (e) use the Hardphone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Hardphone Product in any location other than the registered location or move the Hardphone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Phones Service Provider’s proprietary notices or marks which appear on or are affixed to a Hardphone Product; or (h) use the Hardphone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Hardphone Products.
7.6. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Hardphone Products, which includes updating the software as may be required by Podium or its Phones Service Provider(s) from time to time. Podium may make updates to the Hardphone Products available to you. You must install these updates to continue using the Hardphone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Phones Service Terms unless other terms are provided with the updates.
7.7. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee upon placing the order for purchase of the Hardphone Product.
8. LIMITED HARDPHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Hardphone Product. The warranty period starts on the date of your original purchase of the Hardphone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Hardphone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Hardphone Product, replace the Hardphone Product, or refund to you all or part of the purchase price of the Hardphone Product. This limited warranty applies only to unaltered hardware components of the Hardphone Products that are used in accordance with these Phones Service Terms and not subject to accident, misuse, or neglect. Hardphone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Phones Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Hardphone Products.
9. PHONE NUMBER PORTING.
9.1. If you request Podium to port your phone number to Phones, you must execute a letter of authorization provided to you by Podium, authorizing a Phones Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication during the porting process.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Phones is a VoIP service the emergency calling services available through Phones operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Phones, you represent and warrant that you understand the limitations of emergency services available through Phones and you agree to comply with your obligations as set forth in these Phones Service Terms.
10.2. Emergency Calls using Hardphone(s) & Desktop Softphone. When you use a Hardphone or the Desktop Softphone (see Section 10.3 for information on Mobile Softphones) to make an emergency call, Phones relies on the information, including physical address, associated with your Phones account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Phones account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Phones will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF PHONES FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Phones phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Phones Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Phones Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Phones Settings.”
10.3. Emergency Calling via Mobile Softphone. If you attempt to make an emergency call using the Mobile Softphone on your own device, the Phones application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Phones Limitations.
10.4.1. Emergency calling through Phones will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Podium Phones services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which your Phones services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM PHONES IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential users of Phones, including but not limited to your Authorized Users, of the limitations of Phones emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Hardphone you or your End Users may use in connection with Phones services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Phones of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Phones for any reason; and (iv) the inability of any user of Phones to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective January 4th 2023 to February 1st 2023
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PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (Disclaimers), Section 14 (Limitations of Liability), Section 15 (Dispute Resolution), and Section 16 (General) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
1. DEFINITIONS
1.1. “Voice Service Provider(s)” means the third-party service provider(s) used by Podium to facilitate certain features of Voice. Podium may add or remove Voice Service Providers from time to time.
1.2. “Personal Data” means information about an identifiable individual, or information that is capable of being used (alone or in combination with other information) to identify an individual, (not a company, legal entity, or machine) and is transmitted to or accessible through the Services.
1.3. “Hardphone Products” or “Hardphones” means the physical device and any hardware and accessories provided or made available by Podium as part of Voice. Any software and/or firmware preinstalled on, or distributed with, the Hardphone Products forms part of the Hardphone Products.
1.4. “Softphone” means the software-based phone available within the Voice desktop application (“Desktop Softphone”) or the Voice mobile application (“Mobile Softphone”) that allows Podium clients to make phone calls through a properly equipped and configured computer or mobile device, without the need for Hardphone Products.
2. SERVICES.
2.1. Podium Voice. Podium Voice is a voice over internet protocol (“VoIP”) phone system integrated with Podium software to support communication with Client’s Customers. Subject to the performance of Client’s duties and obligations under the Agreement (including any additional terms set forth in the applicable Subscription Documentation), Podium will provide Client with access to Voice. Podium Voice includes software, hardware, and other related elements.
2.2. In order to access and fully use Voice, Client must register for and maintain an active account and Subscription with Podium. Client understands and agrees that Voice may be used in the United States only. Client understands that Voice is a Beta Release (as defined in the Podium Terms of Service), until such time as Podium removes that designation.
2.3. Voice Professional Installation. Voice Professional Installation is a program Podium makes available whereby we connect you with certain Third-Party Providers to perform installation services that include: (a) assessment of your network to support VoIP compatibility and sufficient speed; (b) updating your network settings and configuration to improve performance (includes running up to 1 ethernet line (<50 feet)); (c) recommendations network and hardware updates; (d) physical hardphone installation session; e) a 30-day (from the date of installation), limited warranty for services provided.
2.3.1. Podium does not perform your Voice Professional Installation and has no responsibility or liability for the installation. Podium partners with certain Third-Party Providers, who are independent of Podium, who will provide the Voice Professional Installation services you purchase. These providers are not employees, subcontractors, or agents of Podium. For your convenience, you will pay for the Voice Professional Installation services as defined above through Podium, who will accept payment on behalf of the Third-Party Provider that completes your Voice Professional Installation. The Third-Party Provider may have additional terms and conditions, which Client may be required to accept prior to receiving the Voice Professional Installation. Additionally, if you purchase or wish to purchase any additional services from the Third-Party Provider, beyond those expressly described herein or on your applicable Subscription Documentation, you must contract with and pay any applicable fees to the Third-Party Provider directly.
2.3.2. By purchasing Voice Professional Installation, Client authorizes Podium to share Client’s contact information with a Third-Party Provider and (b) as necessary, to allow the Third-Party Provider to access Client’s Podium Platform account for the purposes of providing Voice Professional Installation services. Podium will not be responsible or liable in any manner for any negligent or intentional acts of the Third-Party Provider relating to the Voice Professional Installation services or Client’s Podium account.
3. CLIENT OBLIGATIONS.
3.1. Client Data. In addition to Client’s obligations under the Podium Terms of Service, Client agrees that where Client provides or makes available to Podium or a Voice Service Provider, any Client Data (including without limitation, Personal Data about Customers) in connection with Client’s use of Voice, Client grants Podium, and its respective affiliates, the worldwide, non-exclusive, royalty-free, perpetual, fully-paid-up, and irrevocable, right to (i) to collect, use, retain, transfer, and disclose Client Data (including to Podium’s and Voice Service Provider’s third-party service providers) in order to provide the Voice Services to Client and (ii) to enable Voice Service Provider to use Client Data to: (a) provide the Voice Services Provider’s services to Voice Service Provider’s and its affiliates other clients; (b) analyze and improve, and incorporate Client Data into, the Voice Service Provider’s products, systems, and tools. Podium may disclose Client Data pursuant to a data subject access request or consumer data request as required by applicable Law, provided that to the extent permitted under applicable Law, Podium notify Client of any such disclosure. Notwithstanding anything herein to the contrary, Podium will be permitted to retain and use Client Data (to the extent such use is permitted under these Voice Service Terms) after the expiration or termination of your applicable Subscription Documentation.
3.2. Compliance with Laws and Terms. Client understands and agrees that Client will, for the duration of the Subscription Term: (a) provide all required disclosures to Customers and obtain all required consents and/or authorizations from Customers, based on applicable Laws, prior to utilizing Voice; (b) obtain all necessary rights, releases, and consents to allow Client Data to be collected, used, and disclosed in the manner contemplated by this Agreement and to grant Podium the rights herein; and (c) use Voice only in compliance with all Laws, the terms of this Agreement, including Podium’s Acceptable Use Policy (“Acceptable Use Policy”) (currently available at https://legal.podium.com/#aup-us), and industry-specific best practices, including but not limited to Do Not Call rules and prohibitions. Client agrees and acknowledges that Client is solely responsible for its compliance with applicable Laws and the Acceptable Use Policy and must not rely on the Services for any such compliance. Use of the Services does not guarantee compliance with applicable Laws or the Acceptable Use Policy, and Podium expressly disclaims any liability for Client’s non-compliance. Podium reserves the right to suspend or terminate Client’s access to the Services or specific feature(s) of the Services if Podium believes, in its sole discretion, that Client has violated these Voice Service Terms.
3.3. Account Use and Security. Client is solely responsible for all use(s) related to your use of Voice. Client is responsible for complying, and ensuring its Authorized Users comply, with all Laws applicable to Client’s use of Voice. Client is solely responsible and accepts full liability for all use of its Voice Service, with or without Client’s permission. Client is solely responsible for any and all actions taken using its and its Authorized Users’ accounts, passwords, or access credentials. Client acknowledges that placing telephones on a publicly accessible internet protocol address or a publicly accessible network will subject it to a higher level of risk for fraudulent activity. Client must notify Podium within twenty-four (24) hours of any breach of security or unauthorized use of its account. Use by all Authorized Users in aggregate will count towards any applicable Scope of Use restrictions. In the event that Podium discovers or has reason to believe the occurrence of unauthorized or prohibited usage of Voice, Podium reserves the right to take actions it deems reasonably necessary, without prior notice.
3.4. Responsibility for System and Technical Requirements. Client understands and agrees that Podium Voice is a voice over internet protocol (“VoIP”) phone service and there are many factors that may impact its ability to use Voice, including but not limited to network speeds and bandwidth, network connectivity, hardware, and other factors outside Podium’s control. Except for the limited scope of services and warranty available to Client upon the purchase of Voice Professional Installation, Client remains solely responsible for maintaining sufficient internet access, network connectivity, power, and other technical requirements necessary to enable your use of Voice.
3.4.1. To support Client in its ability to use Voice, Podium will perform a network quality test prior to your purchase of Voice. This test will assess download and upload speeds, download and upload packet loss, as well as the number of devices on your network at the time of the test. If, following this initial test, your network quality does not meet the minimum requirements to support Voice, before you may purchase a Voice Subscription, you will be required to: (1) purchase Voice Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements. You will also be required to: 1) purchase Voice Professional Installation; or (2) sign a waiver and work with your own IT provider to bring your network up to the minimum requirements, if your network passes the initial, pre-purchase test, but fails a second network quality test, which Podium will perform during the post-purchase onboarding process.
3.4.2. Client understands and agrees that it is fully responsible for maintaining sufficient internet access, network connectivity, power, and other system and technical requirements necessary to enable the use of Voice, including following the completion of any purchased Voice Professional Installation and any applicable Voice Professional Installation warranty period.
3.4.3. Additionally, Clients understands and agrees that, whether or not it purchases Voice Professional Installation, Client may not cancel or otherwise terminate its Voice Subscription, nor will Podium provide any refunds or service credits, due to network, hardware, or other issues caused by factors outside Podium’s direct control.
4. TERMS AND TERMINATION
4.1. This Agreement will begin on the start date of the applicable Subscription Documentation for Voice and will remain in effect until the applicable Subscription Term has expired or the Subscription is terminated as expressly permitted by your Subscription Documentation.
5. OWNERSHIP AND RIGHTS.
5.1. These Voice Service Terms do not grant any rights or licenses in Voice, Hardphone Products, Podium Technology, or related software other than as expressly stated in these Voice Service Terms. As between the parties, Podium owns all right, title, and interest, including all intellectual property rights, in and to Voice, Hardphone Products, and software. All rights not expressly granted are reserved.
6. FEES AND PAYMENT.
6.1. Unless otherwise specified in the applicable Subscription Documentation, Voice is provided on an ongoing, per-license subscription basis, including automatically recurring payments for periodic charges, according to the terms and conditions referenced in the applicable Subscription Documentation or Agreement, as applicable. Client agrees to pay to Podium the fees for the Subscription to the Services or any Bundle, including Voice (“Subscription Fees”) and any additional fees (if applicable), all as set forth in the applicable Subscription Documentation or Agreement (collectively, the “Fees”). Unless otherwise specified in the applicable Subscription Documentation, payment for all Fees is due within thirty (30) days of the invoice date.
6.2. Client will be responsible for all applicable taxes and fees accrued through Client’s use of Voice. These charges may change from time to time and vary depending on federal, state, and local rules. Podium may charge Client for applicable taxes and fees through Client’s invoice.
7. HARDPHONE PRODUCTS.
7.1. Hardphone Products are manufactured by third parties and are resold by Podium. All Hardphone Products features, specifications, and prices are subject to change at any time. Podium does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that the Hardphone Products are available for lease or purchase.
7.2. Podium is not obligated to accept any Subscription Documentation for the purchase of Hardphone Products, and Podium may cancel accepted Subscription Documentation at any time if Podium is unable to fulfill the purchase request for any reason. If Podium cancels your Subscription Documentation for the purchase of Hardphone Products because it is unable to fulfill the purchase request for any reason, Podium will fully refund the purchase fees pre-paid by you for such Hardphone Products.
7.3. The following terms apply to Hardphone Products purchased by Client (as specified in Client’s Subscription Documentation):
7.3.1. Podium shall deliver the Hardphone Products to the delivery address specified in the Subscription Documentation, at which time risk of loss will pass to you. Podium will use commercially reasonable efforts to provide you with an estimated delivery date for each Hardphone Product; however, such delivery date is a good-faith estimate only and is not binding on Podium.
7.3.2. Title to each Hardphone Product will transfer to you upon: (a) your payment of all applicable purchase fees in respect of such Hardphone Product and (b) delivery of the Hardphone Product in accordance with this Section 7.3, whichever is later.
7.4. Your use of the Hardphone Products (a) is subject to the terms of the Podium Terms of Service, Acceptable Use Policy, these Voice Service Terms, and any additional terms set forth in the applicable Subscription Documentation; (b) is limited to use in conjunction with the Voice and Hardphone Services and other Podium Services; and (c) is limited to use by competent trained employees authorized by Client to operate or use Hardphone Products, and with adequate security measures in place to safeguard Hardphone Products and data collected by, and held on, Hardphone Products.
7.5. You will not, and neither will you permit any third party to: (a) copy, reproduce, republish, upload, post, transmit, resell, or distribute in any way, any data, content, or any part of a Hardphone Product; (b) work around any of the technical limitations implemented in a Hardphone Product or enable functionality that is disabled or prohibited; (c) reverse engineer or attempt to reverse engineer a Hardphone Products except as expressly permitted by applicable Law; (d) perform or attempt to perform any actions that would interfere with the normal operation of a Hardphone Product or impact the use of the Hardphone Products by other users; (e) use the Hardphone Products in any manner not permitted hereunder or for any purpose other than commercial purposes; (f) use the Hardphone Product in any location other than the registered location or move the Hardphone Products to a new location without registering the device to its new location; (g) remove, modify, deface, or replace any of Podium’s or any Voice Service Provider’s proprietary notices or marks which appear on or are affixed to a Hardphone Product; or (h) use the Hardphone Products to violate any applicable Laws, including any laws and regulations related to notification and consumer protection, unfair competition, privacy, and false advertising, and any other laws relevant to the Hardphone Products.
7.6. Except as otherwise expressly stated herein, you are responsible for installing, integrating, and maintaining the Hardphone Products, which includes updating the software as may be required by Podium or its Voice Service Provider(s) from time to time. Podium may make updates to the Hardphone Products available to you. You must install these updates to continue using the Hardphone Products. Podium will not be obligated to provide services or support for any outdated versions. Any updates are subject to these Voice Service Terms unless other terms are provided with the updates.
7.7. Unless otherwise expressly provided in an applicable Subscription Documentation, Client will pay the purchase fee upon placing the order for purchase of the Hardphone Product.
8. LIMITED HARDPHONE WARRANTY AND SUPPORT.
8.1. Podium provides a one-year limited warranty against defective materials and faulty workmanship in a Hardphone Product. The warranty period starts on the date of your original purchase of the Hardphone Products from Podium and ends one year after that date. If you submit a claim during this warranty period that is within the scope of the limited warranty, follow Podium’s instructions for returning the Hardphone Product, and it appears that any product or part thereof contains a defect in materials or workmanship, Podium will at its option, to the extent permitted by applicable Law, either repair the Hardphone Product, replace the Hardphone Product, or refund to you all or part of the purchase price of the Hardphone Product. This limited warranty applies only to unaltered hardware components of the Hardphone Products that are used in accordance with these Voice Service Terms and not subject to accident, misuse, or neglect. Hardphone Products with the original factory serial number removed, defaced, or altered will not receive the original manufacturer’s warranty coverage.
8.2. This limited warranty is provided by Podium and not the Voice Service Provider. This limited warranty gives you specific rights and is personal to you. You may not transfer this warranty to any other person. You may have additional rights under applicable Law, and this limited warranty does not affect such rights. To make a warranty claim, please contact Podium. Podium will provide you with information about how to return your Hardphone Products.
9. PHONE NUMBER PORTING.
9.1. If you request Podium to port your phone number to Voice, you must execute a letter of authorization provided to you by Podium, authorizing a Voice Service Provider to initiate the porting process. Podium assumes no responsibility for any lost communication during the porting process.
10. EMERGENCY SERVICES
10.1. Overview of Emergency Services. Because Voice is a VoIP service the emergency calling services available through Voice operate differently from traditional emergency calling services and have certain limitations. If you are not comfortable with these limitations, you must utilize alternate means of accessing emergency services. By using Voice, you represent and warrant that you understand the limitations of emergency services available through Voice and you agree to comply with your obligations as set forth in these Voice Service Terms.
10.2. Emergency Calls using Hardphone(s) & Desktop Softphone. When you use a Hardphone or the Desktop Softphone (see Section 10.3 for information on Mobile Softphones) to make an emergency call, Voice relies on the information, including physical address, associated with your Voice account to route emergency calls to the nearest emergency responder(s). Accordingly, you are required to register a physical location address (“Registered Location”) when you activate your Voice account. If you change your location, you must immediately update your Registered Location, according to the process set forth below. If you have not updated your address to ensure its accuracy or if you are calling from an address other than your Registered Location, emergency services may be delayed. If no address is available, Voice will route the emergency call to a national emergency response center. When making an emergency call, it is also possible that, due to certain technical limitations, the dispatcher may not receive your contact information. You should, therefore, immediately inform the dispatcher of your location (or the location of the emergency) and other contact information. Do not disconnect the emergency call until told to do so by the dispatcher.
10.2.1. Confirming and Updating your Registered Location. USE OF VOICE FROM A LOCATION OTHER THAN YOUR REGISTERED LOCATION MAY CAUSE YOUR EMERGENCY CALL TO BE ROUTED TO THE WRONG PUBLIC SAFETY ANSWERING POINT (PSAP) OR CAUSE EMERGENCY RESPONDERS TO BE DISPATCHED TO THE WRONG ADDRESS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY OF YOUR REGISTERED LOCATION AND CONTACT INFORMATION BY PROVIDING, MAINTAINING, AND UPDATING SUCH INFORMATION FOR YOUR ACCOUNT. YOU ARE ALSO RESPONSIBLE FOR PERIODICALLY CHECKING THAT YOUR COMMUNICATIONS INFRASTRUCTURE IS PROPERLY CONFIGURED FOR EMERGENCY CALLING. You can verify that your Registered Location is correct via the following methods:
(a) By dialing 933 to be connected to an automated system that will read back the Podium Voice phone number you are calling from, along with the address associated with that number; or
(b) By visiting the “Voice Settings” page of the Podium portal and viewing your contact information on record.
Necessary updates to your information can be made in “Voice Settings.” Any changes you make to your Registered Location will take effect once you have saved them in “Voice Settings.”
10.3. Emergency Calling via Mobile Softphone. If you attempt to make an emergency call using the Mobile Softphone on your own device, the Voice application will close and will route that call to your device’s native dialer. If the device you are using does not have a native dialer (or the device does not have an active wireless cellular service), you will not be able to make the emergency call. Where possible you should make any emergency call directly using the native dialer on your device.
10.4. Additional Voice Limitations.
10.4.1. Emergency calling through Voice will not function if: (a) you experience an internet failure or power outage; (b) your broadband, ISP, or Podium Voice services are terminated or suspended; or (c) your system access equipment fails or is not configured correctly. Network congestion may also delay or prevent completion of any emergency call. You will not be able to complete an emergency call if you move to a physical location outside the country in which your Voice services are provided.
10.4.2. The availability of certain features, such as transmission of a Registered Location, depends on whether local emergency response centers support those features, and other factors outside of Podium’s control. Podium relies on qualified third parties to assist us in routing emergency calls and text messages to emergency response centers. Podium does not have control over emergency response centers, emergency responders, or other third parties
10.5. Client Notice Obligations. YOUR USE, AND USE BY YOUR EMPLOYEES, AUTHORIZED USERS, GUESTS, AND OTHER THIRD PARTIES, OF PODIUM VOICE IS SUBJECT TO THE LIMITATIONS DESCRIBED HEREIN. You are responsible for notifying any user or potential users of Voice, including but not limited to your Authorized Users, of the limitations of Voice emergency calls. If you receive any label or sticker from Podium relating to emergency services, you must attach that label or sticker where it is visible on any Hardphone you or your End Users may use in connection with Voice services.
10.6. Client Indemnity. Client will indemnify and hold harmless Podium Entities from and against any and all third-party claims and related costs, damages, liabilities, and expenses (including reasonable attorney’s fees) arising from or pertaining to: (i) Client’s incorrect information; (ii) Client’s failure to properly notify any person who may place calls using Voice of the emergency calling limitations; or (iii) the absence, failure, or outage of emergency calling using Voice for any reason; and (iv) the inability of any user of Voice to be able to access emergency service personnel for any reason.
10.7. Disclaimer. Neither Podium nor its representatives will be liable under any legal or equitable theory for any claim, damage, or loss (and Client will hold Podium harmless against any and all such claims) arising from or relating to the inability to use the Services to contact emergency services. Podium disclaims all responsibility for the conduct of emergency response centers, third parties engaged by Client to facilitate address updates, and all other third parties involved in the provision of emergency response services. To the extent permitted by applicable Law, you hereby release, discharge, and hold harmless Podium from and against any and all liability relating to or arising from any acts or omissions of such third parties or other third parties involved in the handling of or response to any emergency or emergency call.
Effective January 3rd 2023 to January 4th 2023
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PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective January 3rd 2023 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective January 3rd 2023 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective January 3rd 2023 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective January 3rd 2023 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective January 3rd 2023 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective January 3rd 2023 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.
Effective August 15th 2022 to January 3rd 2023
DownloadTable of Contents
PODIUM VOICE SERVICE TERMS
By using or accessing Podium’s Voice Service (“Voice”), or by signing or clicking accept to any Subscription Documentation that includes Voice or references these terms, you (“you” or “Client”) agree to be bound by the following terms and conditions (the “Voice Service Terms”).
These Voice Service Terms incorporate by this reference the Podium Terms of Service (currently available at: https://legal.podium.com/#termsofservice-us) (the “Podium Terms of Service”) as may be updated from time to time, which, among other terms, contain provisions governing the resolution of claims (see Section 13 (“Disclaimers”), Section 14 (“Limitations of Liability”), Section 15 (“Dispute Resolution”), and Section 16 (“General”) of the Podium Terms of Service). In the event of any conflict or inconsistency between these Voice Service Terms and the Podium Terms of Service, these Voice Service Terms will govern.
Capitalized terms used herein without a definition have the same meaning as the defined term in the Podium Terms of Service. All documents linked in these Voice Service Terms are deemed to those documents as updated from time to time. For the avoidance of doubt, all references to the “Agreement” will include these Voice Service Terms.